Flaming Rose
by PhoenixFire9094
Summary: Phoenix Fall, son of Cinder Fall and adopted son of Professor Ozpin, has spent the last few years of his life living on the streets as a vigilante called The Flaming Shadow (Mostly by Phoenix himself). After a while Ozpin decides that Phoenix should attend Beacon. Adventure ensues. Sorry for aweful summary. I don't own RWBY, it's owned by Rooster Teeth.
1. Character Summary

**Character Summary**

* * *

 **Name:** Phoenix Fall, AKA The Flaming Shadow

 **Gender:** Male

 **Age:** 16

 **Height & weight:** 5ft 10in, 140lbs

 **Physical appearance:** Medium length messy black hair, orange eyes, somewhat pale, scar by right lip, other scars and burns on varying locations on body

 **Voice:** British accent, slightly high voice for age

 **Occupation:** Vigilante/ "student" at Beacon (technically not a student due to the issue of teams but can attend classes without any complications since he is the adopted son of Ozpin)

 **Personality:** Phoenix is typically somewhat sarcastic and socially awkward, but he still tries to fit in. While acting as The Flaming Shadow he tries to act serious but almost always fails. He is, however, able to tell when a serious tone is required. He uses humor as a coping mechanism for handling everything he has seen while working with his mother and as a vigilante. He has an issue with self-loathing because of his belief it is his fault that she is continuing her operations. This stems from his failure to defeat her during the confrontation that resulted from his betraying her. This issue, however, only surfaces in issues that actually involve Cinder and her plans.

 **Clothing:** Phoenix's street clothes are a black zip-up hoodie, a crimson t-shirt, and jeans. He wears glasses that have various different technological modifications including an assisted aiming system that allows him to figure out how to ricochet whatever projectile he is using off of multiple targets and almost always hit his target, a video recording and playing function, etc. While he's The Flaming Shadow he wears a black hooded trench coat, a black shirt underneath, black cargo pants, and combat boots. He also has a mask similar in appearance to that of Corvo from "Dishonored", and gloves with retractable claws on the fingers. The claws can be used for either combat or climbing. His mask serves as his glasses and has all the same functions as them as well as an ability to zoom in on targets, infrared mode, night vision, and an ability to sync up with security cameras he's gained access to.

 **Weapons:** To conceal his double identity, Phoenix uses two different weapons. The one he uses at Beacon is a retractable bo staff. His actual weapons are dual wield tiger hook swords called The Blazing Hooks. The hooks can transform into semi-auto rifles that can fire either normal rounds or dust rounds with varying effects based on the type of dust used. When the two guns are placed together, they form a double shotgun. The blades can retract somewhat to be better suited for close-quarters combat. The ammo cartridges are attached to the pommel blades of the swords and can be used as makeshift weapons or possibly explosives depending on the type of ammo if necessary. He also has a grapnel gun to allow him to reach high places quickly or pull enemies towards him, smoke bombs to catch the enemy off guard, and various other gadgets. His coat has utility belt syndrome (it holds a seemingly infinite amount of ammo and gadgets unless the plot says otherwise).

 **Semblance:** He's able to control, expand, and contract fire as well as control its heat. He is not, however, able to create fire. To make up for this he keeps a lighter with him and a few flame dust rounds.

 **Fighting Style:** In a one-on-one confrontation where he's not aware of what the enemy can do, he'll typically focus on pushing them back and then pulling them back in again. This allows him to keep them off balance and see how his opponent fights both up close and at a distance. He'll then adjust his strategy accordingly. In a fight with multiple opponents, he'll try to pick them off one by one. He incorporates a fair amount of ice dust into his fighting style as well, using it to help stop or at least slow down enemies when necessary. When it comes to Grimm, the style varies based on the species and quantity. He's trained himself to be able to toss one of the hooks into the hand with the other one and then pull out either his grapnel gun or his lighter before the enemy can react, allowing him to seamlessly integrate them into his fighting with The Blazing Hooks. He uses his aura primarily for offense, using only a slight amount to shield himself. This gives his fire attacks more power and lets him use them more. However, he can receive major injuries like badly broken bones or deep cuts even if he still has aura remaining. If necessary, he'll focus his aura on the part of him that will be taking the hit, but this requires conscious thought. This means, he can receive a major injury if caught by surprise.

 **Strengths:** Skilled detective, blacksmith, inventor, and tactician, capable of making voice sound different (usually used while doing his "job") able to recover from wounds quickly, high pain tolerance, and adaptable with new weapons

 **Weaknesses:** Nearsighted in his left eye and farsighted in his right eye, low self-preservation, when allies are in danger or injured thinks using less strategy, and socially awkward

 **Likes:** Strategy, card, and video games, building, fixing, and modifying weapons, reading, parkour, and designing new gadgets

 **Dislikes:** His mother, flying, people who take advantage of the weak, and no one knowing who The Flaming Shadow is or getting his name right

* * *

 **As you probably guessed from the title as well as what you read, assuming you did, this is a summary of the character. Don't worry, I don't plan on making him too OP. I'm thinking that he'll be on par with Pyrrha at his best at the start of the story. Since I described him here I won't be going into much detail about it in the actual story. The same goes for the stuff in the show, since you already know what it looks like (If you haven't seen the show, then what the hell are you doing on the show's fanfiction page?). What little description is just a formality.**

 **Fair warning, grammar and spelling are going to suck as you could probably already tell. With any luck, you'll still get the idea. If there are any major issues let me know, and I'll go back and fix them. Those of you who were here at the start remember me accidentally calling Weiss "Wice" and forgetting to start new paragraphs (Don't worry, I fixed that. At least I think I dd.). Yes, I know I'm an idiot.**

 **On another note, there'll probably be references to other things in this story. How many you ask. Well, is five metric f$ k tons an acceptable unit of measurement? Speaking of things that there'll be tons of, I go back and edit things from time to time. It's nothing major, just fixing mistakes I may have made or explaining something a bit better, so if you get any messages about older chapters being updated it's probably nothing. Only time you might want to check updates is if some new info about Cinder comes out that could change this story.**

 **When it comes to the issue of Cinder herself, I have a couple plans. Plan A is growth in an artificial womb. Plan B, which I'm trying to avoid, is alteration to the cannon. I'm going to try to stick kind of close to the cannon story line. But we'll burn down those bridges when we come to them.**

 **Criticism and tips are welcome, but try to keep the death threats to a minimum if it's not too much trouble. Sorry about the long conclusion, but I had a lot of things I wanted to get out of the way before the actual story began. If you actually managed to get through all this then congratulations, you get a cookie. Thanks for reading!**


	2. 1 Flame Trailer

**Chapter One: Flame Trailer**

* * *

"All right! We got the money! Let's move!" One of the members of a criminal gang yelled to his companions as they ran towards their getaway vehicle, a van with "Unmarked Van" written on its side was parked in a nearby ally.

"Trust me, the cops are the least of your worries!" a new voice shouted from a rooftop. He jumped down, landing on top of the vehicle and causing the roof to cave in.

"Who the Hell are you supposed to be?" one of the thugs inquired. The masked figure's intimidating presence immediately left, replaced with that of a somewhat comedic one.

"Come on! Seriously? None of you have heard of me? The mysterious vigilante who stops crime and defends the innocent. Ring any bells?" All this did was cause the criminals to glance confused at one another and shrug, shaking their heads.

"Well then, I suppose I'll just have to beat it into your thick skulls" the vigilante said, suddenly pulling out a grapnel gun and firing it at one of the thugs. The hook closed when it reached him, grabbing onto the collar of his shirt, pulling him into the vigilante's fist and knocking him out cold. The other robbers, realizing they were outmatched, tried to make a run for it. "And where do you think your going?" The masked man asked, pulling out a lighter. The moment he flicked it open, a wall of flame appeared and blocked the thieves only escape route.

Deciding they had no choice but to fight, the thugs charged him. "So we're doing this the hard way? Fine by me," the vigilante said, drawing the two tiger hook swords he had on back. He quickly flipped over one of the thugs, grabbing him with the hooks a slamming him into the ground before aiming it one of them at his face. The end of the sword opened up and a round of Dust flew out of the opening, knocking him out.

Two more of the robbers got up the guts to fight him. The two of them tried to punch him in the face. He dodged out of the way of their attack which lead to them punching each other in the face instead. While they were stunned he tossed the two swords up into the air and hit their heads together. He caught the swords as the two of them stumbled back and shot them.

The other opponents finally remembered they had guns and drew them, but before they could fire a shot, a thick cloud of smoke created by a smoke bomb filled the alley, blinding them as well as causing them to go into a coughing fit. All that could he heard through the cloud was coughing, screaming, guns being fired randomly, and the sound of bones breaking. When the smoke cleared there was only one thug left, the others lying on the ground arms and or legs bent in ways they never should.

Before the last criminal had a chance to run, the tiger hook swords transformed into double barrel shotgun. It fired, knocking the man to the ground. In a matter of seconds, he was pinned to the ground by the blades on the pommels of the two swords. "The way I see it you have two options. One: you turn take all this money back to the bank and turn yourself in, or two: you end up like your friends. Either way you go to jail. How many broken bones you have when you go there is your choice." The thief, completely terrified to the point where he wet himself, said he would turn himself in. "Oh, and if the cops ask who did this to your buddies, tell them it was The Flaming Shadow."

Off in the distance, an explosion could be heard. "So much for rest," he groaned, grappling up onto a nearby rooftop.

* * *

 **So, what do you think of the character. I know it's not that good, but hey, it's something. If you couldn't guess, the explosion was the one Torchwick caused in episode one. Thanks for reading!**


	3. 2 Red Like Roses

**Chapter Two: Red Like Roses**

* * *

"Well Oz, this has certainly been an eventful night." The vigilante mumbled, mask now off revealing his facial features. "Mind if I see the footage from tonight's attack?" he asked Professor Ozpin, headmaster of Beacon Academy.

"I suppose you should." Ozpin replied, handing the screen to his adopted son. The footage showed a girl who was fighting thugs that had attempted to rob a dust shop called "From Dust Till Dawn". She looked to be around his age, maybe a year younger. She wore a black dress with red trimming and a red cape with a hood. She seemed to be fighting using a combination of a sniper and a scythe.

"Damn, she can kick ass," he said, receiving a look from Ozpin that said "language".

"That is Ruby Rose. She'll be attending Beacon with you"

"What? With me? But-," the boy stammered.

"Phoenix, I think you're more than skilled enough to attend my school," Ozpin stated, "Besides, you won't be attending officially. Since you already have a room there, you should be able to attend all the classes without any complications. All the teachers have been informed of this arrangement." Phoenix was still seeing one major flaw in this "arrangement".

"But how am I supposed to do my uh… 'job'?" Phoenix inquired wondering how he would get to the city from Beacon.

"Simple. You fly," the professor retorted, smirking.

"No! Nonononononono! I am not getting on one of those floating death traps!"

* * *

"Ugh…" Phoenix groaned, sitting on an airship bound for Beacon Academy. Next to him A blond boy wearing a hoodie, jeans, and armor seemed to be having just as rough of a time as he was.

"So, you hate flying too?" the blond boy asked, looking slightly queasy.

"No! Of course not. I love it. Can't you tell? I'm moaning from the sheer joy of knowing that one slight issue with the engine is a death sentence," Phoenix retorted, his voice dripping with sarcasm.

"I can't believe my baby sister is going to Beacon with me!" a new voice, seaming to be female, exclaimed.

"Sis, stop," another voice replied. Phoenix looked up to see a girl with long blond hair. She wore a brown jacket and extremely short pants.

"But I'm so proud of you!" He then noticed who she was talking to.

"You wouldn't happen to be Ruby Rose, would you?" He asked the red caped girl.

"Sorry, do I know you?" Ruby asked, a look of confusion on her face.

"Well… uh… no," Phoenix stated, his mind racing to come up with an excuse for how he knew about her identity. "I just heard someone with that name was got moved ahead a couple years and was headed to Beacon. Didn't know how she looked, but since she," he gestured towards the blond, "Seemed especially excited you were here and referred to you as her baby sister I assumed it was you."

"Oh, well it's nice to meet you. As you guessed I'm Ruby's older sister, Yang," the blond girl said, buying his response.

"Nice to meet you both. I'm Phoenix, Phoenix Fall," he stated, becoming less nervous.

Their conversation was interrupted by a hologram of a hologram of someone who appeared to be one of the professors. "Hello and welcome to Beacon," the projection stated.

"Who's that?" Yang inquired. Phoenix, however, already knew it was Glynda Goodwitch, one of the professors at Beacon, and rather than listen to a lecture he had already gotten from Ozpin decided to look at some of the other students on the ship.

One of the first people he noticed was Weiss Schnee, heiress to the Schnee Dust Company. She was wearing a white skirt white coat with she SDC logo on it, and even had white hair. She had a rapier filled with different types of Dust, and she was surrounded by luggage, most of which was presumably Dust for her weapon.

Another celebrity on their flight was Pyrrha Nikos, a master fighter from Minstral. She was wearing red and gold battle attire her weapon and shield strapped to her back. She seemed to be looking at the blond warrior he had been sitting next to.

There was also a boy in green with a pink streak in his otherwise black hair, and eyes to match the streak. He was next to a redhead girl who was bouncing around him saying something about pancakes.

Finally, there was a girl who seemed to be ignoring everything around her, completely immersed in her book. She had yellow eyes and black hair. She was wearing a bow, although it took him a moment to realize it, seeing as it looked so much like cat ears, raising the question of whether or not she was simply trying to hide the fact she was a Faunus. "Somethings to look into," he muttered.

Before he could look around anymore, he overheard Ruby and Yang talking. "You can see Signal from up here. I guess home isn't too far after all," Ruby commented, looking out the window.

"Beacon's our home now," Yang replied, "Hey Phoenix, want to get a look at the view."

"No thanks. I'm fine right wh- aughhh!" Phoenix shouted as he was shoved toward the glass by the blond knight, who looked like he was about to vomit. Phoenix took one look out the window before falling backwards in fear.

"I guess the view isn't for everyone," Yang said commenting partly about the knight, partly about Phoenix, earning a glare from the latter.

"Well, it was a nice moment while it lasted. Wonder who we're going to meet," Ruby replied.

"Wait… Maybe I hit my head when I fell, but I think I see something on your shoe," Phoenix said as he got up.

"Ewww! Vomit boy got puke on my shoe!" Yang shouted trying to shake it off and running around.

"Grossgrossgrossgrossgross! Get it away!" Ruby shrieked running away with surprising speed. This incident just caused Phoenix to grin while shaking his head.

"She's actually kinda cute," he thought. "Wait! What the bloody hell did I just think!"

* * *

 **Thanks for reading!**


	4. 3 Beacon

**Chapter Three: Beacon**

* * *

When the ship finally landed, Phoenix was the first one off. "Land! Normal, non-flying land!" he exclaimed as he kissed the ground below him. His extreme reaction caused Yang, who exited the airship with Ruby shortly after him, to burst into laughter.

"What's your problem with flying?" she asked when she calmed down.

"It's not the flying I hate, it's the extremely high likelihood of something going wrong, causing me to fall to my demise in a giant metal death trap. Come on Ruby, back me up," he replied indignantly. However, when he looked over to where Ruby had been standing moments ago, she was nowhere to be found. "Uhhh… where'd she go?" he asked, looking at Yang. She only shrugged in response. The excited squeal that came from nearby, on the other hand, did answer his question.

When the two of them got to Ruby, they found her swooning over all the different types of weapons. "Calm down Sis," Yang said pulling Ruby's hood over her head.

"Besides, I've made better," Phoenix mumbled.

"You did? Showmeshowmeshowmeshowme! Pleeeeeaaaasssseee!" Ruby begged

"Odds are you've already seen 'em. Remember those weapons they used as examples when you made yours at Signal?"

"That was you?"

"Yep." Upon hearing this, Ruby started an in-depth conversation with Phoenix about the methods used to create the weapons in question, as well as Ruby's own weapon, her "sweetheart", Crescent Rose. After the discussion had gone on for a few minutes Yang intervened.

"Can both of you calm down," she groaned, "They're just weapons."

"Just weapons!" Phoenix and Ruby exclaimed simultaneously before going into a rant about how important weapons were.

"Aren't you two happy with your weapons?" Yang asked once they stopped.

"Of course, it's just that seeing new weapons is like meeting new people," Phoenix retorted.

"Only better," Ruby finished.

"You know, you two have got to make some friends at some point," Yang said.

"Why would I need friends when I have you?" Ruby asked. Phoenix face palmed.

"Well, the thing is… uh…" she tried to come up with a response. Failing to do so, she quickly said, "bye," and dashed off, bumping into her sister and causing her to lose balance. "Got 'ya," Phoenix said as he caught her at the last second. "Alright, let's get goin-gaaaahhh!" he cried out as he and Ruby were hit by a luggage cart.

"What are you two dolts doing!" Weiss shouted at two of them. "Do you have any idea the damage you could've caused? Do you even know what this is?" The heiress continued her rant, pulling out a vial of Dust and shaking it at them and causing bits of it to fly out.

"Hey uh, Ice Queen, you might want to stop shaking-," Phoenix tried to say, but was interrupted by Ruby sneezing, causing the area to be engulfed in flames. He used his semblance to keep the flames from reaching him and Ruby. Weiss, however, was not so lucky.

"You idiots! This is exactly what I was talking about!" she yelled stomping her foot on the ground, which somehow caused all the ashes to fall off and leave her clothes without any blemishes.

"Sorry!" they both said, but Weiss seemed too busy telling the two of them off to notice. Phoenix, who had finally gotten tired of her nonsense, decided to shut her up.

"I am deeply sorry milady. Tis just my cohort is allergic to self-absorbed princesses," he said in a mock royal voice, grinning while Ruby started to giggle. The Ice Queen looked like she was about to draw her rapier, but before she could skewer him a new voice entered the conversation.

"It's heiress actually. Weiss Schnee, heiress to the Schnee Dust Company," it said. When Phoenix looked over towards the voice he saw it was the girl from the airship who had been reading.

"Finally some recognition," Weiss stated proudly.

"Oh, I knew," Phoenix pointed out, "I just didn't care." Before Weiss could kill him, the possible Faunus started talking again as though there had been no interruption.

"The same company infamous for its controversial labor force and questionable business partners," she said before walking away.

"I-! You-! Gaahh!" The heiress shouted storming off with her luggage.

Weiss' reaction to the accusations caused both Phoenix and Ruby to start laughing. Ruby, who was the first to stop, attempted to get the girl in black to stay. When that failed she fell on her back, mumbling, "Welcome to Beacon."

"Hey," someone new said, "I'm Jaune." When Phoenix looked up he saw it was the boy who threw up is the ship, which is exactly what Ruby asked.

* * *

"All I'm saying is that motion sickness is a much more common problem than people let on," Jaune argued.

"I'm sorry, Vomit Boy was the first thing that came to mind," Ruby replied, grinning.

"I was thinking something along the lines of 'The Puking Paladin'," Phoenix continued, earning a laugh from Ruby and a glare from the newly dubbed Puking Paladin.

"What if I called you two crater faces," Jaune retorted.

"Hey! That was on the Ice Queen," Phoenix stated indignantly.

"Anyway, my ACTUAL name is Jaune Arc. Short, sweet, and rolls off the tongue. Ladies love it," he said.

"Do they?" Ruby asked skeptically. The questioning caused Jaune to go into a panic, stammering that they would. Seeing it would probably be best to change the topic, Ruby drew her weapon, saying, "So… I got this thing."

"Woah!" Jaune exclaimed, "Is that a scythe?"

"No, can't you tell it's a laser sword?" Phoenix said sarcastically. "Of course it's a scythe."

Ruby, seemingly oblivious to Phoenix's comment, continued, "It's also a customizable high impact sniper rifle."

Jaune just gave her a confused look and said, "Huh?"

"It's also a gun," the two weapon experts stated simultaneously.

"So… what do you have?" Ruby asked curious about Jaune's weapon.

"I got this sword," he replied, drawing it, and causing Ruby to go "Oooohhhh." "And this shield," he finished pulling out the sheath which transformed into a shield.

"So what does it do?" Phoenix asked as Ruby poked the shield causing it to go back into its sheath form and Jaune to fumble with it.

"The shield gets smaller," he explained once he got it under control again, "So when I get tired of carrying it I can just, uh…, put it away."

"But wouldn't it weigh the same?" Ruby asked, slightly underwhelmed.

"Yeah, it does," he replied dejectedly.

In an attempt to cheer Jaune up, Phoenix pulled out his secondary weapon he made, a retractable staff. He used it instead of The Blazing Hooks to keep people from suspecting his identity. "Not that anyone seems to have any idea who I am anyways," he thought, remembering all the times criminals had no clue who The Flaming Shadow was. Getting back to the task at hand, Phoenix had his staff expand. "Hey, you're not the only one with a simple weapon," he said, looking at the knight.

"Well I like both your weapons," Ruby said' "not many people have an appreciation for the classics."

"So, do either of you have any idea where we're going?" Jaune asked the two of them.

"What! I was following you!" Ruby exclaimed, shocked that he didn't know where he was going.

"Follow me," Phoenix groaned, "Been a year since I've been here, but I think I still know my way around."

"You've been here!" Ruby and Jaune replied, shocked.

"I'll explain on the way. Let's go before we're late," Phoenix said running towards where they were supposed to go. "Well, are you coming?"

* * *

"Your Ozpin's son!" Jaune practically screamed.

"Adopted son, yes. And will you keep it down. I'm trying to keep it a secret from people. I only told you because I slipped up and told you I'd been here before," Phoenix explained, hoping that he wouldn't need to go into greater detail, or worse, accidentally give up some slightly more important secrets. Before Ruby and Jaune could ask anything else involving their current topic Yang called over to her sister, shouting, "Ruby! Over here! I saved you a spot!"

"Oh, hey. Got to go! See you guys after the ceremony!" Ruby exclaimed, waving at them as she ran off.

"Great… where am I going to find another nice quirky girl to talk to? Well, at least I have you Phoenix," Jaune said looking over to Phoenix, only to find he was walking over to a girl in black who appeared was immersed in the book she was reading.

"Hey, uh, thanks for helping us back there with the Ice Queen," Phoenix said to the girl, disturbing her from her reading.

"No problem," she said calmly.

"Anyway, my name is Phoenix, Phoenix Fall," he introduced himself.

"Blake Belladonna," she replied.

"So, I was curious what you were reading. Must be pretty good for you to be absorbed in it." he inquired curious to see if her choice in book could serve as a clue to if she was a Faunus. He knew it was a long shot, but there was a chance. Also, part of him was genuinely interested in what she was reading.

"It's about a man with two souls," she answered, "Each fighting for control of his body."

"Interesting…" Phoenix muttered. "Not a clue, but I'll I might check it out some time," he thought. "I've always been more partial to stories about heroes who have to fight against the odds to save the world, sometimes needing to break the rules to do what needed to be done," he told her, realizing how much that actually sounded like what he had a habit of doing.

"I'll keep this brief," Ozpin said as he stepped up to the microphone on the stage and bringing an end to their conversation.

"Bye Blake. Take to you later?" Phoenix asked her after the speech concluded, wanting to see what all the commotion was near the front of the stage.

"Sure," she said, pulling the book over her face.

* * *

"What about Jaune? He's… nice. Plus one friend," Yang said. She and Ruby were discussing Ruby not knowing anyone.

"Yeah, but I think Weiss counts as a negative friend. Back to zero." she said with a sigh.

"Forgetting someone?" Phoenix asked, walking up to them.

"Oh, Phoenix. I guess I thought you were just being nice as an obligation, being the headmaster's son and-" Ruby tried to say but was cut off.

"Ruby…" Phoenix said, sounding serious for once, "This is exactly why I wanted to keep that a secret. If I'm going to be here, I want people to like me for me, not just act nice because I can help them out."

"Hold on! You're the-" Yang tried to exclaim but was, like Ruby, interrupted by Phoenix.

"Yang, it would be greatly appreciated if you could avoid announcing my identity to the entire school," he said, exasperated.

"I'm sorry…," Ruby mumbled dejectedly.

"Hey, it's okay," Phoenix responded, "Just know that I am your friend."

"Dawwwwww!" Yang said, before both Phoenix and Ruby threw a pillow at her face.

When Ruby looked around after the discussion, she saw Blake sitting off on her own.

"That girl," Ruby said, causing Yang to look the same direction as her.

"What, you know her?" Yang asked.

"Not really. She saw what happened in the courtyard, but didn't say much, and she left before I could say anything," Ruby replied as a sly grin spread across Yang's face.

"Well, now's your chance," She said, grabbing Ruby by the arm and dragging her towards Blake. Phoenix got up and followed them.

"Heeellllloooo!" Yang yelled to catch Blake's attention. "I believe you two may know each other," she said, releasing Ruby and throwing her towards Blake.

"Aren't you the girl that exploded?" Blake asked, confused. "Uh… yeah. My name's Ruby." she answered, "But you can just call me crater… uh… actually just call me Ruby. Before she could embarrass herself anymore, Phoenix stepped in.

"Hi Blake," he greeted, noticing that she was still wearing her bow, even though it was almost time to go to bed. "One point for the Faunus column," he thought.

"Well Blake, I'm Yang, Ruby's older sister. I… uh… like your bow," Yang said, trying to come up with a way to start a conversation, "it goes great with your… pajamas." Phoenix, seeing this was going nowhere, went over to his bag and wrote a sticky not to put on it that read, "You touch this bag without permission, you die." When he returned, he found Ruby and Yang in a fight. Before he had the chance to break them up, Weiss stormed over demanding to know what was going on. "Oh not you again!" both sisters shouted in sync. The situation quickly devolved into an argument.

"Should we step in?" Phoenix asked Blake. Part of him wanted to get them to stop, the other part wanted to sit back and see how this played out. Blake simply responded by blowing out the candle she had been reading by. "Who turned out the lights?" Phoenix asked, seeing as all the other lights in the room went off when Blake blew out the candle.

* * *

 **So I have a couple things I'd like to bring up. First of all, I'm thinking of skipping episodes 11-14 for my story, since I'm not sure how to incorporate Phoenix. If you have any Ideas let me know. Secondly, If you have any ideas for one chapter adventures that aren't based around episodes, tell me and I'll see if I can make them. Thanks for reading!**


	5. 4 Initiation

**Chapter Four: Initiation**

* * *

The first thing Phoenix heard when he woke up was a voice ecstatic shouting, "Wake up lazy butt," and then repeatedly announcing it was morning. The voice sounded familiar, but he couldn't remember where he'd heard it before. The moment he sat up he recognized her: the girl from the airship who wouldn't shut up about pancakes. She was talking to the same boy she was by during the flight.

"Well, no time to talk," Phoenix thought, grabbing his bag (sticky note still on it) and made a break for the locker room, taking special care not to be seen. When he finally reached his destination, he took a moment to survey the room, looking for anyone else in the area. When he was sure no one was around, he opened up his bag. Inside it was his mask, coat, swords, etc. Phoenix quickly stuffed it all into his locker. The only thing he kept with him was his lighter. With that done he breathed a sigh of relief.

"That was easy," he thought. Just as he thought this, he heard footsteps behind him. He quickly slammed the locker shut just in time to keep Weiss from seeing its contents.

"Oh, hello," she greeted him in an unusually cheerful way. "I'm glad to see you again."

"That makes one of us," he grumbled.

"Excuse me?" she snapped at him before quickly catching herself. "I mean that I came here to apologize to you for the 'incident' yesterday."

"Thanks. I-"

"After all, why should two people as clearly superior as us fight. The son of the headmaster should only associate with the best of students."

"And let me guess, you're one of those students."

"But of course. The two of us would make an ex-"

Phoenix cut her her off before she could finish her proposal. "I'm just gonna stop you right there. No."

"What do you mean 'no'?"

"What I mean is that even if I was going to be on a team, which I'm not, I wouldn't want to be on a team with you, Ice Queen."

Weiss' rage was momentarily replaced with confusion, "What?"

"I'm not an official student, but being Oz's son lets me come anyways. How you even find out about that?"

"I heard that blond oaf screaming. Here I thought he and that girl you were with were the only two fools who had managed to stumble their way into Beacon. Clearly I was mistaken." With that she stormed off.

* * *

Once he had had his breakfast and gotten dressed in his street clothes, Phoenix headed back to the locker room to meet up with Ruby and Yang. When he found them they appeared to be in a discussion about teams. "I don't know. I… I'll just be on your team I guess," Ruby muttered.

"Maybe you should try being on someone else's team," Yang replied nervously as she stroked her hair.

Ruby picked up on what Yang was trying to say and exclaimed, "My dear sister Yang, are you implying you do not wish to be in the same team as me!"

"Am I interrupting something?" Phoenix asked.

Ruby instantly ran over to him and replied, "No, your timing is perfect. Maybe since my sister has betrayed me you can be on my team."

Phoenix just gave a confused look to Yang who said, "It's not that I don't want to be on the same team as her, it's just that I thought… I don't know… maybe it'd help her break out of your shell."

"Wha-! I don't need to break out of my shell that's absolutely-," Ruby argued before Jaune finished her sentence, "Ridiculous!" and then saying something about locker 636.

"Anyway, want to be on my team?" Ruby asked, looking slightly desperate.

"Sorry Ruby, would if I could, but…" He proceeded to explain the same thing that he had to Weiss.

"But why not just-," Ruby tried to ask before Phoenix finished her sentence.

"Attended Beacon officially? Simple, if one more person joined there would be an odd number of people, so one of the teams would have one extra person. Satisfied?" he asked the two of them.

"Just one more question," Yang said, "You say Ozpin is your dad, but your last name is Fall. Why?"

"Well…uh… you see… funny story," he said nervously, cursing himself for not bringing smoke bombs he could use to get away. Before he could act on plan B, using his semblance and lighter to set off the fire alarm as a distraction, an announcement over the speaker system said, "Will all first-year students please report to Beacon Cliff for initiation."

"What's that? Literally anything else? Let's go!" Phoenix said as he ran towards the exit. As he ran he saw Jaune pinned to a locker by what appeared to be Pyrrha's spear.

* * *

When he got to the cliff, he was still wondering how he would explain everything to them. "It's only a matter of time before I have to tell them," he thought, "But where do I even begin."

His thinking was interrupted by Ozpin starting another speech, "For years you have trained to become warriors. Today we will put your abilities to the test in the Emerald Forest." Afterwards Goodwitch started talking about teams, something that Phoenix just tuned out. However, since he was on the first launchpad, he had no warning when he was catapulted into the air, his only thought being, "Probably should've listened to one of their speeches for once."

When he saw the trees rushing towards him, the first thing he did was reach for his swords, only to find they weren't there. "Blast! Looks like we're doing this the hard way!" Phoenix yelled, pulling out and extending his staff. When he got close to the trunk of a tree he just shoved his staff in before propelling himself from tree. When he landed he dusted off his shirt before pressing a button on his glasses, which he had given record function. "Got to figure out what Oz wants us to do," he said to himself before watching the recording.

"Now then… if I were an abandoned temple with some so-called relics in it where would I- Wait is that smoke?" Phoenix thought. "May as well give whoever started it a hand," he said as he ran off in the direction of the fire. He started to slow down when he heard voices, and when he heard who one of them belonged to he almost turned around.

"Well perhaps if you had exercised even the slightest amount of caution in your strikes, I wouldn't have set the forest on fire!" Weiss shouted to who Phoenix could only guess was her partner. When he heard her partner respond he couldn't help but laugh. The next thing he knew, Ruby's scythe was at his throat. When she realized who it was, she immediately lowered her weapon, causing him to breathe a sigh of relief. This relief was short lived, as moments later he found the entire lower half of his body encased in ice.

"What the bloody hell is going on here?" Phoenix yelled as Weiss emerged from the bushes.

"You! I could ask you the same question!" she yelled back at him, sword pointed at his heart.

"Woah there. Let's stop pointing weapons at me so I can explain myself," Phoenix said, hoping that this wouldn't be how he died. She seemed to calm down slightly, but still kept her sword pointed at him.

"Talk. Now!" she demanded.

"Okay. I was going through the forest when I saw smoke. I came over to see what was going on. When I found you two and realized you were partners, I started laughing. I mean, seriously. What are the odds that the two of you would end up together," he explained, his last remark earning him an annoyed glare from Weiss. "Alright, can you let me go now? I would be tapping my foot but it's still frozen," he said with a grin.

* * *

"It's definitely this way… I mean this way. It's definitely this way," Weiss said, pacing back and forth, "Alright it's official, we passed it."

"Why can't you just admit you have no idea where we're going?" Ruby replied.

"Of course I know where we're going. We're going to the… Forest Temple," Weiss responded.

"Oh really. The Forest Temple. What a brilliant deduction princesses. I suppose it's only because we're holding you back that you haven't discovered it yet!" Phoenix yelled.

"Exactly!"

He'd had it with her. "Why is it that you seem to think you're so bloody perfect!" he continued, at this point just venting.

"I'm not perfect," Weiss retorted, "Not yet anyway."

"Look I need a moment to cool off. I'll be back in a bit," Phoenix mumbled, "Going to go try to find a good vantage point to get a bird's eye view." As he walked away he could hear Ruby and Weiss continue to bicker.

* * *

"For the record, this is NOT what I meant by 'bird's eye view'!" Phoenix yelled, clinging to the back of a Nevermore with Ruby and Weiss.

"Look on the bright side. You finally found something you hate more than flying in airships," Ruby pointed out.

"Wonderful!"

"How are we supposed to get off this thing," Weiss demanded to know, seemingly just as terrified as Phoenix.

"Simple. We jump," Ruby answered like it was the most obvious thing in the world.

"Are you insane?" both Weiss and Phoenix yelled, but Ruby was long gone. "I die you are so haunted!" he yelled as he let go of the Nevermore, screaming in terror.

"You insufferable little dolts!" Weiss shouted after them.

"Sounds like another girl is in trouble!" Yang shouted, searching for the source of the noise. To answer her search, Blake pointed upward. Above them they saw Ruby and Phoenix falling from the sky, Ruby yelling while Phoenix was just screaming and yelling a random string of curses. Before Ruby could hit the ground she was hit by Jaune, who was also flying through the air. Phoenix, however, continued to fall and landed face first in front of Yang and Blake.

"Did you two just fall from the sky?" Blake asked Phoenix, who answered, "Yeah," his response muffled due to the fact that his face was still in the ground.

Before he had the chance to recover, he heard an Ursa's enraged roar, and quickly stumbled up, only to find out that the Ursa had been dealt with by the duo from that morning. "Nora, please never do that again," the boy said, looking over to where the girl, apparently named Nora, had just been, only to find that she was missing. Locating her was not hard, seeing as she was making a large commotion. She had grabbed a rook piece from a display of chess pieces behind them, and was singing about how she was "Queen of the Castle".

"I suppose those chess pieces are the relics," Phoenix thought, looking over at the "Forest Temple" as Weiss had called it.

He started paying attention to everything else again when the boy in green called out to Nora, to which she responded, "Coming Ren!"

"Did that girl just ride in on an Ursa?" Blake asked. Yang tried to respond, but before she had the chance, a Deathstalker burst through the trees, chasing Pyrrha, who called out to Jaune, which Phoenix could only assume was her partner. This set offs a chain reaction of people yelling each other's names, concluding with Nora yelling out her own.

Yang, having had enough of this madness, shouted, "I can't take it anymore! Can everyone chill out for TWO SECONDS before something crazy happens again!" They stood there for two seconds, during which Ren ran up to them, and Nora made binoculars with her hands.

After the two seconds passed, Ruby, who had jumped down from the tree she had been flung into when hit by Jaune during the name calling reaction, pointed upwards, saying, "Uh… Yang, Phoenix."

They all looked up to see Weiss clinging to a talon of the Nevermore, shouting what Phoenix could barely make out as, "How could you leave me?"

"I said jump!" Ruby responded.

"Seriously Weiss, if the guy afraid of flying jumped, you should be able to!" Phoenix continue, hoping to use her stubborn sense of pride to get her to jump.

"She's going to fall," Blake said in a surprisingly calm tone.

"She'll be fine," Ruby replied.

This, however, was proven incorrect, as Ren stated, "She's falling." But before she could hit the ground, Jaune jumped out of a tree catching her. He had, however, seemed to forget gravity applied to him as well, but he was soon reminded.

When they landed, Weiss, who was on top of Jaune, sarcastically called him her hero, to which he replied, "My back."

Pyrrha, having finally been caught by the Deathstalker, was batted in front of Phoenix and the others. "Great, the gang's all here! Now we can die together!" Yang exclaimed.

"Not if I can help it!" Ruby yelled, charging towards the beast and letting out what was an attempt at an intimidating battle cry, but was, in reality, what Phoenix thought was "Adorable."

"Why do I keep thinking that sort of thing?" he thought. "Ruby wait!" both he and Yang yelled, chasing after her, but her semblance kept them from catching up. She tried striking the beast, but it simply batted her aside.

"Don't worry, I'm fine!" she shouted back at them.

"Ruby, if you're fine, I'm an expert pilot," Phoenix retorted, drawing his weapon and his lighter. Before he could do anything, The Nevermore launched a storm if feathers, knocking Yang and Phoenix back while catching Ruby's cape, preventing her from escaping. Phoenix tried lighting a fire, but his lighter didn't seem to work. "Damn it! It must've gotten wet when Weiss froze me," he thought, "I swear if Ruby gets hurt because of her I'll-." His train of thought was interrupted by a white blur flashing past him.

"You are so childish," Weiss said, having frozen the Deathstalker's tail just before it hit Ruby. "And dimwitted, and hyperactive, and don't even get me started on your fighting style," She continued.

"Here we go again," thought Phoenix, groaning.

"And I suppose I can be a bit… difficult at times," she finished, "But if we're going to do this, we're going to have to do this together. So if you stop trying to show off, I'll be… nicer."

"Well, that's surprising."

"I'm not trying to show off, I just want you to know I can do this," Ruby countered, to which Weiss responded, "You're fine." Phoenix and Yang both ran up to Ruby, and Yang embraced her.

"Thank Gods you're okay!" Phoenix exclaimed.

"Don't ever scare us like that again," Yang finished

"Uh… guys, that thing's circling back around," Jaune said, pointing up at the Nevermore.

"So? We don't need to waste our time with them. Our only goal is to obtain an artifact and return to the cliff," Phoenix said, immediately going into his more serious "tactician mode".

"Agreed, there's no point in fighting these things. Let's grab an artifact and move out," Ruby finished.

"Run and live. That is an idea I can get behind," Jaune said, grabbing the other rook piece. Ruby and Phoenix both grabbed knights, which there were apparently still two of, despite Yang and Blake having grabbed one.

"Ozpin," Phoenix thought to himself before shouting out, "You heard the girl! Let's move!" They all ran off, Ruby taking a moment to pose heroically on a rock, and Yang taking a moment to admire her sister taking charge.

They got to the site of some old ruins before the Nevermore was able to catch up to them, perching itself atop a spire. "Doesn't look like there's any way around fighting now," Phoenix said. Before he had the chance to come up with a strategy however, the Deathstalker burst through the woods behind them.

"Run!" Jaune yelled, panicked.

"Nora distract it!" Ren ordered, pointing at the Nevermore.

"You got it," Nora cheerfully replied, pulling out her grenade launcher and firing multiple shots at it while dodging the feathers it sent flying at her. The Deathstalker charged at her from behind, but Blake and Ren distracted it as Weiss got Nora out of the way. The nine of them started to cross the bridge, but the Nevermore charged through it, leaving Blake, Pyrrha, and Ren on one side, with everyone else on the other side. Meanwhile, Nora had just launched herself and Jaune across the gap. Nora, upon getting to the other side, accidentally knocked Blake off the edge. She used her weapon to grapple onto the back of the Nevermore, landing multiple blows as she ran along its back.

"It's tougher than it looks," she informed them when she got off it.

"Then let's hit it with everything we've got!" Yang replied. The four girls started unloading rounds into the beast, while Phoenix could only sit there, wishing he had The Blazing Hooks. He was not, however, completely idle. While the girls fired at the beast, he used his glasses to scan it for weak points. When the Nevermore crashed into the tower they were standing on, he found himself wishing for his normal gear again, this time his grapnel gun. He instead improvised, using his staff to help him vault between the falling pieces of rubble.

"None of this is working!" Weiss declared once they had reached solid ground.

"Obviously. Anyway, my scan shows that it's only armored on the outside and has a weak point at the neck," Phoenix informed them. "Think you can base a plan around that?" he asked Ruby, curious to see what she could come up with.

"I have one idea, but it's kind of crazy," she answered.

"I like it already," he replied smirking.

* * *

"I! Hope! You're! Hungry!" Yang yelled, blasting round after round into the Nevermore's mouth while Phoenix held said mouth open with his staff.

"This had better work!" Phoenix shouted as he and Yang jumped off of its back while it crashed into the cliff side. "Now!" Phoenix and Ruby ordered as Weiss charged forward, freezing the Nevermore's tail. As she moved back to her original position, Blake fired her grappling hook towards Yang who grabbed it and pulled. When Weiss had returned to her original position Ruby launched herself into the rope of Blake's hook while Weiss created a glyph that held Ruby in place. The result was a slingshot-like contraption.

"Think you can make the shot?" Ruby asked, to which Weiss responded,

"Can I?"

"Can yo-?" Ruby tried to ask again, but was interrupted by Weiss indignantly saying, "Of course I can!" She removed the glyph, launching Ruby and the Nevermore. Weiss then set speed glyphs all along the side of the cliff to increase Ruby's already tremendous speed. When Ruby landed against them, she dragged the Nevermore, who had its neck caught in Ruby's scythe, up it with her. When she reached the top she fired it, decapitating it.

"Take that 'ya bloody demon bird!" Phoenix cheered. He then noticed how high up she was and was and wondered how they'd get her down

* * *

"Jaune Arc, Lie Ren, Pyrrha Nikos, Nora Valkyrie, the four of you retrieved the white rook pieces. From this day forward, you will work together as team JNPR," Ozpin announced. It was the ceremony for the formation of teams. After this, the only four left were Ruby, Weiss, Blake, and Yang. "Lead by…," it almost seemed like Oz was pausing for suspense, "Jaune Arc."

"What? Me!" Jaune exclaimed, shocked by the professor's choice.

"Congratulations young man," Ozpin calmly responded as Pyrrha playfully hit him, only for him to fall to the ground. Ozpin then called the four remaining students up and called their names. "Blake Belladonna, Ruby Rose, Weiss Schnee, and Yang Xiao Long. The four of you retrieved the white knight pieces. From this day forward, you will work together as team RWBY, lead by…," he paused for suspense yet again, "Ruby Rose."

"I'm so proud of you!" Yang exclaimed, practically tackling her sister with a hug.

"Agreed," Phoenix thought to himself, watching from the rafters.

"Looks like things are shaping up to be an… interesting year," Ozpin concluded.

* * *

 **So that'll probably be one of the longer chapters in this series. Again, if you have any ideas let me know. Just keep in mind that some of them may have to wait till a certain point in the story. As always, thanks for reading!**


	6. 5 First Day

**Chapter Five: The First Day**

* * *

"Gagh! I'm up! I'm up! Blasted clock…," Phoenix groaned getting out of bed. At first he was confused about where he was, wondering why he wasn't in the warehouse he used as a base back at Vale. "Hold on…," he thought to himself, taking in his surroundings. After a moment he face palmed, wondering, "How the bloody hell did I not recognize my own room?" The walls were plastered with posters of character from comic books and movies. The few spaces not occupied by posters had replicas of weapons used by characters in the same books and movies. In one corner of the room there were tools spread across the floor, along with a half made weapon, basic weapons that could be modified or deconstructed, and weapon components. Right next to his bed (in the upper right corner of his room) was a metal dresser, on top of which were models of various different models of Atlesian military vehicles and robots, along with his clock and his glasses. Hung on the wall to the left of his bed was a 60in TV with a gaming console plugged into it. Below the TV there were various games. On the back of his door there was a dartboard. Almost all the holes on it were in the center.

After putting on his glasses and finding his school uniform, he set out to his first class at 9:00.

When he was about halfway to the class, he heard panicked shouts of "We're going to be late!" Before he had the chance to get out of the way, he was plowed over by both team RWBY and team JNPR.

"Wait! Slow down! You're not going to be late. We're halfway there and we have- WHAT!" he exclaimed seeing that it was 8:55. "Blasted clock must've been off. Hey! Wait up!" he yelled sprinting after them.

* * *

When the all got to class, they were all out of breath. "We *gasp* made it *gasp* just in time," Phoenix wheezed, wondering how he was able to run on rooftops and fight criminals all night but be tired out by this. Once they all took their seats, Professor Port, who was teaching this lesson, started telling them some nonsense about his childhood, completely ignoring any lesson plan that may have existed. Phoenix looked over at team RWBY, seeing that Ruby was just as bored as him, drawing pictures, balancing supplies, etc. in an attempt to keep entertained. These actions, while entertaining to him, seemed to be enraging Weiss. When Port asked if anyone thought they possessed the necessary skills to become a huntress, she immediately put her hand up.

"I do sir!" She declared.

"Well then," Port replied, gesturing to a cage that appeared to have a Grimm in it,"Step forward and face your opponent. Class will take a five minute recess while Miss Schnee grabs her equipment."

* * *

Yang and Phoenix had decided to play a children's card game to pass the time while they waited for Weiss. Yang seemed to have Phoenix backed into a corner and would almost certainly win if he didn't beat her this turn.

"My turn," Phoenix declared, "I draw. I'll start out by destroying your two face down cards with Stampeding Destruction and Mystical Space Typhoon. Then I activate Burst Stream of Destruction, allowing my Blue-Eyes White Dragon to destroy all your monsters."

"But now you're not able to declare an attack," Yang pointed out with a smug grin on her face.

"Not yet. I activate the spell card Silver's Cry. This allows me to summon another Blue-Eyes White Dragon from my Graveyard. Then I'll activate my face down card, Call of the Haunted, to bring back my third Blue-Eyes White Dragon.

"Get together all the monsters you like. They're still all Blue-Eyes White Dragons, so you can't attack me."

"You're right. I can't attack with a regular Blue-Eyes White Dragon. But I don't plan on using a regular Blue-Eyes White Dragon. I activate Polymerization and fuse my three dragons together. Now come forth, Blue-Eyes Ultimate Dragon!"

Yang remained unphased. "I'll admit that your card is pretty strong. But it's not strong enough to beat me in one attack. You can't win."

"The Duel isn't over until the last card is played, and I'm about to play that card. I tribute my Blue-Eyes Ultimate Dragon to summon the Blue-Eyes Shining Dragon!"

"Why would you do that?" Yang asked as she and some of the other students who had decided to watch the game got confused looks on their faces. "It's way weaker than your Ultimate Dragon."

"On its own, yes. However, it's not on it's own."

Yang's confidence started to waver. "What do you mean?"

"All of the dragons in my graveyard are giving it power. Blue-Eyes Shining Dragon's attack raises by 300 points for every dragon in there. Since you managed to destroy so many of my dragons he gets a massive boost. He now has an attack of over 9000! More than enough to crush you! Now, feel the wrath of every dragon you've slain! Blue-Eyes Shining Dragon, wipe out her remaining life points and secure my victory! Shining Neutron Burst!" Phoenix commanded, beating Yang.

"Impossible! I was so close! You must've cheated somehow!" she accused causing him to raise his hands defensively.

"Not at all. I simply know how to harness the near unlimited power of dragons. Your warriors were no match," he stated. Before they could finish their argument, Weiss returned, fully equipped in her battle gear.

"This isn't over," Yang said, returning to her seat.

As Weiss took her place in front of the cage, her team cheered her on. "Go Weiss!" Yang yelled while Blake waved a little flag that said "RWBY" (where she got it Phoenix had no idea).

Ruby simply cheered "Represent team RWBY!"

Phoenix, figuring he may as well join in since they were the closest thing he had to a team, yelled out "And try not to die!" earning him an annoyed look from Weiss. With that, Port used his blunderbuss ax to cut off the lock, releasing the Boarbatusk held inside. It immediately charged at her, but she dodged at the last second and landing a strike on it.

"Hang in there Weiss!" Ruby yelled as Weiss charged at the beast. It was, however, ready, and it countered her strike, leaving her sword trapped in its tusks. "Show it who's boss!" Ruby encouraged, distracting Weiss and disarming her. Thinking her an easy target charged at her, only for her to evade its strike. Its missed blow caused it to lose balance, giving Weiss the opportunity to regain her blade.

"Weiss, go for its belly!" Ruby advised.

"It has no armor there!" Phoenix continued.

"Will you two shut up and stop telling me what to do!" Weiss demanded, as the Boarbatusk rolled at her. She used a glyph to block it, sending it sprawling on its back, and another to launch herself towards its weak point, impaling it.

* * *

"You have been burdened with a heavy responsibility Ruby. I suggest you take some time to consider how you will handle it," Ozpin finished. He had been giving a speech to Ruby about what it meant to be a leader.

"Sorry about him. He's not exactly the best with inspirational and uplifting speeches," Phoenix said once Ozpin had left.

"Gaah! Phoenix, when'd you get here?" Ruby asked, surprised by his sudden presence behind her.

"Do you mean when did I start listening or when I started standing in this particular spot?"

"Uh… both?" Ruby asked, confused by the question.

"Well, I've been listening from the start. I was standing just around that corner over there," he said gesturing to a nearby corner. "As for when I started standing in this particular spot, just a few moments before you asked me."

"You were spying on me?"

"I heard your fight with Weiss and wanted to make sure you were okay. When I found you, you were talking to Oz. Back to what I was originally saying, Oz isn't great when it comes to inspiring people," he said.

"I don't know, I think he helped-" she tried saying.

"Ruby, he told you to always be at your best, no matter what. Trust me when I say that can be incredibly tiring. If you ever need someone to help, I'm there for you. Oh Gods I just realized how cliche that sounded. I am so sorry for making you listen to that," He said, his last remark causing Ruby to laugh. "But seriously, the offer still stands," he finished his preposition.

"Thanks Phoenix. I'll let you know if I ever need to take you up on it."

* * *

When he got back to his room, Phoenix flopped onto his bed and sighed. "Well, that was one hell of a first day." Before he had the chance to rest he got an alert on his phone.

"Hostage situation in downtown Vale. SDC facility at corner Lake and 16th. White Fang," it read. The alert was from the police scanner he had on his scroll, which was set to alert him to major crimes.

"So much for studying," he thought to himself, running off towards the locker room.

* * *

 **Ooh… my first cliffhanger. Anyway, sorry about going into so much detail on the room and for quoting the show so much. For the latter, my reasoning is I want things that my OC doesn't affect to stay relatively like the show, at least for now. As for the former, I have a couple ideas involving that location, and wanted to get the description out of the way. Also, yes, I did devote a chunk of this chapter to make a Yugioh reference. But enough about that. Thanks for reading!**


	7. 6 Predator

**Chapter Six: Predator**

* * *

"Who're you?" the confused airship pilot asked when he saw Phoenix, equipped with his vigilante gear, board the ship.

"Don't you know who I- you know what, not important. What is important is there's a hostage situation at the SDC facility at the corner of Lake and 16th. Get me there now!" Phoenix demanded.

"I'm not sure I should-" the pilot tried to reply.

"I said now!" Phoenix ordered, losing his patience.

"Okay!" the pilot yelped, starting the engine.

* * *

"I never thought I'd say this, but can this thing go any faster?" Phoenix asked the pilot, clinging for dear life to the co-pilot's seat.

"Doesn't matter. We're here," the pilot answered, "but there's nowhere to land. I could always clear away a few buildings to make room, but-." Before he could finish his sentence, Phoenix had jumped out the window and landed on the roof of the warehouse.

When he landed, he looked the scene outside the warehouse. He quickly found who he was looking for and tapped into their personal radio. "Grant, I have a plan," he said once Detective Grant, a crime specialist huntsman who chose to work more more like a standard police officer than a trained huntsman, picked up.

"What do you want? I've already told you that was a one time thing," Grant stated, trying to keep his voice down so the other officers didn't hear who he was talking to.

"I've got a plan, but I can't put it into action if I've got to worry about you and your friends kicking down the door. I need you to make sure that doesn't happen," Phoenix explained, not bringing up the fact that all of the times they'd worked together had been a "one time thing". "How someone can work with me as often as he does yet still be in charge of the task force in charge of hunting me is beyond me," he thought during the silence that followed his response.

Grant broke this silence when he grudgingly responded, "Fine, but if a single hair on the head of any of those hostages is harmed-"

"You'll hold me personally responsible? Wouldn't have it any other way," Phoenix finished. "Now, my plan is…"

* * *

"But what's the signal?" the Grant asked after Phoenix had explained his plan.

"Trust me, you'll know it when you see it," he replied grinning under his mask. With that, he entered the building, using the air ducts to remain undetected. When he found the area where the hostages, he saw they were being held in the manager's office. The office overlooked the storage room which was guarded by White Fang. He got into an air duct above the room and slipped through it onto one of the rafters. While there, he switched to infrared mode and surveyed the room. "13 enemies total, all armed," he thought to himself, "One sniper, two thugs guarding the hostages, both armed with shotguns. The rest are equipped with assault rifles. They're grouped together right now. I need to separate them before moving in."

He tapped into the facility's speaker system. "Attention White Fang, I'm you one chance to end this peacefully. Let the hostages go and turn yourselves in," he said.

One of them, presumably their leader, responded, "And just what are 'ya going to do if we disagree to your terms?"

"Simple. I make sure you can only feed through a tube after this."

This remark caused the leader to burst out laughing, "And just how do you propose you'll do that?"

"I beat the crap out of you," he answered simply.

"Patrol the area! Find this scum!" the leader ordered. "You two!" he barked, pointing to the thugs by the manager's office, "Stay here! If you see anyone other than us, waste the hostages!"

Phoenix continued his planning as they spread out. "Perfect. Now that they're on patrol they're split up, and there are only two thugs guarding the hostages. Stealth just became a hell of a lot easier. Now, time to take these scumbags down." He started out by taking out the sniper, who was standing on a balcony overlooking the facility. He dropped down behind the man, bashing his face into the railing and knocking him out cold. After that, it was a simple matter of memorizing the guards on the main floor's patrol pattern. He used this knowledge to pick off the thugs one by one, saving their leader for last. He waited for the man to come his way, hiding behind a corner. At the last second, he grabbed on to the man, forcing him to the floor and pinning him there with the pommel blades on his swords. Before the thug could scream for help, Phoenix covered his mouth and said, "I warned you didn't I," before smashing his face into the floor.

"Odds are he won't even be able to remember his own name after that. Ain't karma a bitch," he thought as he climbed up the outside wall of the office. As he entered the room he used his grapnel guns (he had designed a second one specifically for combat, although the other one was still effective) to pull the shotguns out of the hands of the two White Fang guarding the hostages before they could fire. He then pulled out his swords, put them into rifle mode, and fired two ice Dust rounds, freezing the foes solid.

"Are all of you okay?" Phoenix asked the hostages once the guards had been dealt with. Most of them were still too frightened to speak. "A bit roughed up, but other than that we're fine," one of the braver ones answered.

"Do any of you know what they wanted?" he asked as he started cutting the ropes binding the hostages. "It didn't look like they were planning on taking any Dust."

"They had us give them the shipping records for the next couple months. I think they sent them to their boss or something."

"Thanks for the intel," Phoenix responded, going over to the terminal and unlocking all the doors. He also downloaded a copy of the shipping records to his scroll. "You might want get out of here," he suggested. The recently freed hostages complied, running out of the room. "Alright, now to get these bodies out of the way and give Grant his signal."

"He has one more minute before I do things myself," Grant muttered as he took a brief look at his watch before returning his gaze to the warehouse. It'd been ten minutes and hadn't seen any sign of a signal. He was starting to wonder if he'd missed it. "Maybe he just made a bit of noise, threw a box, or something like that," he thought.

The sounds of explosions and the fire alarm going off could be heard as the newly freed hostages ran out of the building. "Or he could do that."

* * *

As he flew away, Phoenix saw the police questioning the hostages, while paramedics dragged the unconscious bodies of The White Fang members away. After everything that had happened that night, only one thought went through Phoenix's head. "Weiss is going to be pissed."

* * *

 **Hmm… I wonder why the White Fang would need SDC shipping records. Anyway, last chance to present ideas for ep11-14 of the show in this fic. As always, thanks for reading!**


	8. 7 Cats Out of the Bag

**Chapter Seven: Cats Out of the Bag**

* * *

"Phoenix! We found you!" Yang exclaimed after bursting into Phoenix's room, followed by Ruby.

"Two things. One, I was in my room, you don't need to act like you've been on an epic quest to find me," Phoenix said, pausing the game he'd been playing, "and two, KNOCK BEFORE YOU DECIDE TO BREAK DOWN THE DOOR TO SOMEONE'S ROOM!"

"Sorry, but this is really important!" Yang shouted.

"Blake is missing. She left and hasn't come back for two days," Ruby said, much more calmly.

Immediately losing his joking demeanor, he said, "Before I can help you, I need to know exactly what happened before she went missing."

As they described what happened the day she left, the pieces of what caused her to leave came together in Phoenix's head. Just before they finished their story, Phoenix commented, "Let me guess, she slipped up during her argument with Weiss and accidentally admitted she was a Faunus who was part of the White Fang at some point."

The girls gave him shocked looks and Yang said, "Uh… yeah. How did you-?"

"I had my suspicions that she was a Faunus from the start. Her defended both the monkey-tailed Fanus and the White Fang all but proved it."

"So will you help us?" Ruby pleaded.

"I did say I'd help you if you needed it, right?"

* * *

"Weiss! You're not helping," Ruby said, annoyed by her friend's refusal to aid in the search for their teammate.

"You know who might be able to help? The police," Weiss responded.

"Look Ice Queen, all we know is she was a member of the White Fang at some point," Phoenix pointed out. "They started out as a peaceful organization. Knowing Blake, she likely left shortly after their transition to more violent tactics. We won't, however, be able to find out which it was until we find her."

"Phoenix is right," Yang replied, "we shouldn't jump to any conclusions until we've heard her side of the story."

"Well I think when she tells it you'll all see I was right," Weiss said, still being incredibly stubborn.

"And I think Weiss's hair looks wonderful today," a new voice added to the conversation.

"Gaah! Penny when'd you get here?" Ruby exclaimed as everyone turned around to see the new arrival.

"I take it you two know each other," Phoenix said, looking at Penny.

"Oh, Phoenix this is Penny," Ruby responded, gesturing to the new arrival.

"It's nice to meet you. Shame that it can't be under better circumstances though."

"Yeah," Yang continued, "We're looking for our teammate Blake."

"Oooohhhh, you mean the Faunus girl," Penny replied.

"She must have a brain like a computer to figure that out faster than me," Phoenix thought. There was an awkward silence as the team RWBY realized how obvious Blake's identity really was, and a random tumbleweed blew by.

The silence was only broken when Ruby said, "She does like tuna a lot."

"So, where is she?" Penny asked.

"We don't know. She's been missing since Friday," Ruby answered, sounding slightly dejected.

"That's terrible! Well don't you worry Ruby my friend, I won't rest until we find your friend," Penny said with an intensity comparable to Nora.

"Great, now there's two of them," Phoenix thought, hoping that she wasn't as obsessed with explosives Nora.

"Uh… that's nice Penny, but we're fine, right guys?" Ruby asked somewhat desperately. Her remaining teammates had abandoned her however.

Just as he was about to help them in their search, Phoenix got a reminder on his scroll that read "Prep for stakeout of SDC cargo at shipyard." "Damn it!" he thought to himself, "How the hell am I supposed to get away?" "Ruby," he said, "I think the others had the right idea. We should probably split up. We'll contact each other if we find anything," he said, hoping she'd agree with him.

"Okay…" she replied dejectedly. He hated doing this to her but he had no choice. He couldn't tell her the real reason, especially not while someone they just met was around.

* * *

After obtaining his gear via rocket locker, Phoenix made his way to the shipyard. He had expected to find White Fang stealing the Dust. Instead, he found… "Blake! What're you doing here? And who the bloody hell is he?" Phoenix asked, gesturing to the tailed Faunus next to her.

"Phoenix?" She asked, confused by what he was wearing.

"Wha- how'd you know-?" Then it hit him like s SDC shipping crate. "Damn it! My voice!" he thought, realizing that he'd forgotten to disguise it due to the shock of finding Blake. "Look, I'll explain later, after we've stopped this robbery."

"What robbery?" the other Faunus asked. Before he could answer, a Bullhead landed, and multiple White Fang members got out. "That them?" the Faunus continued his questions.

"Yes," Blake replied, sounding disappointed.

"You didn't really didn't think they were behind it did you?"

"No… I think deep down I knew, I just didn't want to be right." Their discussion was interrupted by a new voice, one that Phoenix recognized from the day he first saw Ruby.

"But if he's with them then…" he thought to himself.

* * *

 _A few weeks ago…_

"No! Nonononononono! I am not getting on one of those floating death traps!" he responded stoically.

"Phoenix-" Ozpin tried to say before being cut off.

"Not listening. Trying to watch… the… video…" he said, his voice slowly fading into silence as he saw the new arrival on the screen. "Her…" he muttered, as he saw his mother aid in Torchwick's escape. "So, they're working together. Well…"

* * *

 _Present_

"…Shit," he mumbled.

"This isn't right, the White Fang would never work with a human, especially not one like that," Blake started, drawing her weapon and jumping off the roof they were on.

"Blake wait!" Phoenix yelled, jumping down after her.

"What the- oh for fu-" Torchwick said as Blake put her blade to his throat. She pulled off her bow, revealing a pair of cat ears.

"Brothers of the White Fang, why are you aiding this scum?" she demanded to know.

"Haven't 'ya heard. The White Fang and I are goin' in on a joint business venture."

"Tell me what it is or I'll put an end to your little operation."

"I wouldn't exactly call it a little operation," he replied as more Bullheads flew in. He used this distraction to fire his cane into the ground, creating an explosion that could probably be seen halfway across the city.

"Blast it!" Phoenix exclaimed as he jumped off the crane he'd been standing on top of.

"Who the hell are you supposed to be?" Torchwick asked when he saw him.

"I am getting really sick of people asking who I am!" Phoenix yelled, drawing his swords and charging into battle.

Soon after the showdown began, the monkey Faunus entered the fray, devoting most of his efforts to defending Blake. Just when they thought they had the upper hand, Torchwick shot off a couple of the wires holding an SDC shipping container, causing it to swing down. Blake and the other Faunus got out of the way. Phoenix, however, wasn't so lucky, and got hit in the face by the container. When he opened his eyes, he was looking up the barrel of Torchwick's gun. "Hey!" A new voice yelled.

"Why hello Red. Isn't it past your-"

"Get down!" Phoenix shouted, but it was too late. Torchwick fired at Ruby. The blast, however, was quickly intercepted by a round of Dust. "Don't you dare lay a finger on her!" Phoenix yelled, pulling out his lighter and setting off a tornado of fire around the two of them. He unleashed a frenzy of strikes his opponent was barely able to block. Outside the inferno, sounds of explosions and a giant laser could be heard. Phoenix had finally broken through Torchwick's defense, but before he could finish the criminal off, half of one of the airships flew through the tornado, causing Phoenix to lose focus and the tornado to dissipate. Torchwick took advantage of this and ran for the last remaining airship, the others having been destroyed. Phoenix sprinted after him, yelling, "Get back here so we can finish this you scum!" The criminal had a head start however, and was able to reach a ship before his pursuer could catch up. As it flew away, Phoenix fired multiple rounds at it, but the ship's armor held.

Afterward, pulled out his scroll and texted Blake, saying, "We'll meet up in the courtyard. Go there once the rest of your team falls asleep. I'll explain everything. And don't. Tell. Anyone." She she quickly received the message, looking over to him nodding in agreement. Ruby walked up to him, nervously asking,

"Uh… what's your name?"

"The Flaming Shadow." Police sirens could be heard in the distance, causing Phoenix to say "Well, that's my cue to leave. I hope we can work together in the future." With that, he grappled off.

* * *

 **Sorry about the pun in the chapter name, but I couldn't resist. Anyway, the next chapter is going to be the obligatory flashback chapter. Also, be sure to leave suggestions and reviews. If you leave the reviews and it's something I can fix, I'll update the chapter. As always, thanks for reading!**


	9. 8 Obligaory Flashback Chapter

**Chapter Eight: The Obligatory Flashback Chapter**

* * *

"I guess you have some questions," Phoenix said, looking over at Blake, who'd come to the courtyard like he asked.

"Some, yes," she replied slightly annoyed, "For starters, who are you really?"

"I've already told you that one. I'm Phoenix Fall, adopted son of Professor Ozpin. I didn't lie about that."

"Fine. What were you doing out there tonight? How'd you know what was going on?"

"As you probably already guessed, I'm a vigilante. As for how I knew about the White Fang target, I found them stealing SDC shipping records for the nearby port. I suspected they would use that info to steal the cargo being delivered. I've been staking out major shipments for the last couple months."

"Two more questions, which I'm guessing are related. Why the last name Fall, and why be a vigilante?" Phoenix sighed.

"Well, I suppose if anyone would understand wanting to make up for the past, it's you…"

* * *

 _Four years ago…_

"I surrender! Please don't hurt me! I have a family!" The mercenary begged. He was one of the many unfortunate enough to have been hired by Cinder for Phoenix's training. Phoenix had just disarmed him (of his weapon, not his arm, much to Cinder's disappointment) and had his swords at the man's throat.

"Good my son. Now finish him," Cinder ordered. She'd been trying to sharpen her son's killing edge for months now. She'd sent him on countless sabotage missions that should've caused multiple deaths, but he went out of his way to keep everyone alive.

"No," he simply responded.

"Come now," she said walking over to him, "You know if you don't kill him I will." Phoenix winced, remembering all the previous "trainers" his mother had killed.

"I said no!" He yelled.

Cinder whipped around, slapping him. "If you ever speak to your mother like that again I'll cut out your tongue you brat," she hissed. She immediately regained her composure like nothing had happened. "You know, if you kill him, I won't have to go through this nonsense again." Phoenix remained silent. "Fine then, just know that the blood of all the 'trainers' I kill after this is on your hands." Still silence. Cinder drew her bow, but just as she was about to fire, two tiger hook swords pulled her weapon out of the man's path.

"Run!" Phoenix shouted at him. The terrified man happily obliged.

"You treacherous scum! How dare you defy me!" Cinder screamed.

"I'm tired of standing by while you butcher innocents! No more! I will stop you or die trying!" he responded as he remembered all the death he'd seen. Everyone he'd ever known had died by her hand.

"I assure you it will be the latter," she responded as she broke his hold on her bow and slashed him across the chest.

"Then so be it," Phoenix said as he charged at her. She easily dodged him and made two slashes in his back and right arm. He turned around to make another strike, but she dodged again, slashing his left arm and kicking in his knee. "Gaaaaaaahhhh!" he screamed in pain, dropping his weapons to grab his knee. Cinder took this opportunity to stab his hands. He screamed again. With her opposition incapacitated, she grabbed one of his swords and knelt down by him.

"Foolish boy," she said sweetly bringing the hilt blade of his weapon by his mouth, "Did you truly think I would have you trained so well you posed a threat to me." as she said this, she dragged the hilt blade by his right upper lip. "Still, your treachery is unfortunate. If you'd simply done as you were told you could have been a valuable resource."

"Can you just kill me already. Making me listen to this stupid monologue is crule, even by your standards."

"Why you little-" Cinder was cut off by a head-but. This pushed her over the edge, causing her to stab him. As she walked away she left a fire Dust crystal by him. "Any last words?" she asked once she reached the door.

"Whatever you're planning, it's going to fail. I only wish I could be there to see it happen."

With that she shot the crystal, causing the room to burst into flames. The flames, however avoided Phoenix. At first he was confused, but then it clicked. "Bloody hell! I can control fire!" he exclaimed in his head. As his vision started to fade he realized he was losing blood fast. "This is going to hurt," he thought to himself as he tried to control the fire so it would cauterize his wounds. He screamed in pain, nearly going unconscious. After he suspected his mother had left the area he caused the flames to dissipate. As Phoenix lost consciousness, he heard the sound of sirens in the distance.

* * *

When Phoenix woke up, he was almost blinded by the light. When his eyes adjusted he saw that he was in a mostly white room, and was surrounded by medical equipment. When he tried to move he felt a searing pain throughout his entire body. "Ah, good, you're awake. I've been wanting to talk to you about how you got your injuries." Phoenix looked over to see a man with white hair who was dressed mostly in different shades of green sitting next to him, sipping a cup of coffee.

"W- who are you? Where am I?" Phoenix inquired, confused by what was going on.

"You, young man, are at the hospital," the man answered, "as for who I am, my name is Professor Ozpin."

* * *

 _Present_

"After I told him everything that happened, he took me under his wing, helping with my recovery and training me. After about a year of training from him, I took to the streets, fighting crime while keeping my true identity a secret. As time went on I got more and more advanced gear from scraps I picked up from criminal weapons and the occasional donation from Oz. As for why I kept the name Fall after everything she did to me, I did it as a reminder of what happened, and what will happen if she's not stopped," Phoenix finished his story, looking over to see a stunned look on Blake's face.

"But why keep it secret?" she asked after she recovered from the shock.

"Well after tonight I'd have a reason to keep it secret from you. That Torchwick guy we saw with the White Fang is working with Cinder. Therefore she's now indirectly controlling them."

Blake gave him yet another shocked look, "So she's-"

"Behind all of this? Yep," he responded, "Now do you see why I try to keep my past a secret. You saw how Weiss responded to yours. Think of how everyone would respond to finding out my so-called mother is an amoral sociopath."

"You're not your mother Phoenix," Blake retorted, "You don't have to keep this secret."

"I do from most people remember. Vigilante with a criminal past."

"But why us?"

"I… I guess I was afraid of how you guys would respond. I didn't want to lose the only friends I've ever had."

"Trust me," Blake said, "if you told them who you were they'd be fine with it. Ruby may even like you more. She wouldn't be quiet about how the 'mysterious hero' saved her."

"She did?" Phoenix's asked, blushing slightly. "I'll think about telling them. Until then, please keep it secret."

"Fine, but if you don't tell them, they'll find out."

* * *

 **Wow, that escalated quickly. Anyway, thanks for reading!**


	10. 9 Weapon Workshop

**Chapter Nine: Weapon Workshop**

* * *

"I wonder if what Blake was right," Phoenix thought to himself as he walked back to his room. "Would Ruby like me more if she found out who I am? Not that I'd care or anything," he continued. "Well, only one way to find out," he said as he flopped onto his bed, falling asleep almost instantly.

* * *

As Phoenix knocked on team RWBY's door, he heard Ruby yell, "I'll get it!"

"What, think it'll be your masked prince charming from last night," Yang taunted.

"Shut up! I told you it's not like that! Even if he is awesome," Ruby said as she opened the door.

"Oh, hey Phoenix. Where were you last night?"

"Oh… well… when I saw the explosion I tried to get there, but by the time I did, no one was around."

"Okay," his reason was accepted without question. "So what's up?"

"Right, well I remembered how much you wanted to see some of my 'work' on the first day, and I just got a new batch of supplies. I figured we could work on a weapon together."

"Watch out Phoenix. You've got some competition now that this 'Shadowy Flame' guy has shown up," Yang said grinning.

"C- competition? Nonono! You've got the wrong impression!" Phoenix stammered, blushing; He was too embarrassed to be upset about Yang getting his name wrong. Ruby was responding similarly.

"Okaywe'regoingnowby," she said as she grabbed onto Phoenix and used her semblance to drag him away.

"Sorry about them," Ruby said as she and Phoenix walked to his room.

"It's fine. But I've got to admit I'm curious about who this guy who saved you is."

"When Torchwick attacked me, he kept him from hurting me. He created a tornado of fire and I could hear the gunfire from inside. I only wish I could've seen the fight."

"Sounds pretty cool. Looks like we're here," he said, changing the topic now that he'd gotten the info he wanted. When he opened his new door and Ruby walked into his room her eyes widened. She dashed around, looking at all the posters, collectibles, etc. around the room, gushing over all of them. "You were here before you know," Phoenix mentioned.

"Yeah, but I never got the chance to actually look around," she replied.

"Uh… Ruby, it's great you're excited and all, but some of that stuff is fragi-." He was interrupted by the sound of breaking glass.

"OhmygoshI'msosorrypleasedon'tkillme!" Ruby begged.

"It's too late for that. You have shattered the collector's glass of- hahahahahaha! I'm sorry, I could've kept it up longer, but the look on your face was priceless!" The look of horror suddenly turned to one of confusion.

"But then what did I-?"

"Just a standard glass of water. Ouch!" he exclaimed as she punched him in the shoulder. "Ok, I'll admit I probably deserved that. Anyway, let's get to work." Ruby became ecstatic when she saw the pile of weapon pieces.

"That's an obsidian sword! And that's a blade electrifier! And are those ice Dust filled shotgun shells? How'd you get all this?"

"Being the headmaster's son has its perks," he replied. Now let's get some of these materials down to the forge."

* * *

"So if we put this here then the blade can extend," Ruby thought out loud.

"Yes, but then there'll be less room for amo," Phoenix responded.

"Hmm… good point, but if we move the clip here then it should still work."

* * *

"Done!" they both proclaimed, looking at their work. The weapons they designed were a set of dual wield one handed longswords with flambard blades. The hilts had guards similar in appearance to Phoenix's hooks, the only difference being that these versions were electrified. One side of the hilt was slightly extended on each of the swords. One of the hilts housed the amo (electrified Dust cartridges) for a built in gun, and the other sword held a focused speaker that could fire a blast of sound. As a finishing touch they added an extendable blades in the pommels, also electrified.

"So… I'm thinking something along the lines of 'Thunder and Lightning'. Sound good to you?" Phoenix asked, wondering if Ruby had any suggestions for names.

"Sounds good to me," she replied, "Want to test it?"

"Sure. Wait! I forgot something!" Phoenix exclaimed as he rummaged through the pile of weapon pieces. "Got it!" he yelled after a moment of searching, pulling out what looked to be just another piece of scrap.

"Is that a-?"

"Flamethrower component? Yep. Thought we could put it in Crescent Rose. Don't worry, the switch from on to off is almost instantaneous so it won't interfere with your normal fighting style."

"Could we?" she asked excitedly.

"I suggested it didn't I?"

* * *

"You sure you want to do this?" Ruby asked Phoenix. They were standing on opposite sides of the dueling ring. "I've been training with Crescent Rose for years and we just made that."

"Don't worry, I'm adaptable," he replied, drawing Thunder and Lightning. "Besides, the worst case scenario is I get my ass handed to me. Yang, start the countdown!" he ordered, looking over at the rest of team RWBY and team JNPR, who'd come to watch the fight.

As the countdown began, Ruby drew her weapon and activated the newly installed flamethrower component, causing the blade to be engulfed in flames. Phoenix simply activated the tactical mode on his glasses. Once the timer finished Ruby charged at him. He was ready though, and he dodged her strike. Once he was behind her he fired a round into her back. The shock temporarily stunned her, and he used this opportunity to flip backwards, using her as a platform to aid him. Once Ruby recovered, she embedded Crescent Rose in the ground, firing multiple rounds at him. Phoenix's glasses, however, were able to predict the trajectory of the bullets before they fired, allowing him to simply bat them out of his way as he approached her, Once she ran out of ammo, she charged at him again. This time Phoenix held his ground. When Ruby reached him she unleashed a storm of blows. Both of them occasionally got grazing blows in, slowly depleting each other's aura. When Phoenix saw an opening he extended the pommel blade and moved it to Ruby's throat. "Game over," he said with a grin.

"Look behind you," she replied, also grinning. When he did he saw that the scythe's blade was at his back, read to cut him in half.

"So it's a draw then?" Phoenix asked since one more hit would send both of their auras into red.

"Yep," Ruby replied as they lowered their weapons. "But seriously, how were you so awesome with that weapon? You were like (insert cliche kung fu sounds here)!"

"I warned you, I'm adaptable," he stated, not mentioning that he had just used a slightly modified version of the fighting style for the Blazing Hooks. "Anyway, you want this?" He asked, gesturing to the sword.

"What! But you were so good with it! You can keep it."

"This was fun. Want to do it again sometime?" Phoenix asked as they walked back to their dorms.

"Sure. It's a date," Ruby replied.

"A date?" he stammered, blushing.

"N- not like that!" Ruby exclaimed, her face turning as red as her cape.

"Yeah," Yang continued "She's only got eyes for that vigilante."

"I told you to shut up about that!" Ruby shouted.

"Well, as riveting as this is, we've reached the dorms. Bye guys." Phoenix said as he walked away, waving.

As he walked back to his room Phoenix thought to himself, "Why is it that every time someone mentions Ruby and I, I become a blundering mess? Eh, I'm sure it's probably nothing."

* * *

 **So that was the first major thing between the two of them. It seems like Phoenix is dealing with the "girl you like is in love with your secret alter ego, not you" cliché. If you have anymore ideas for things like this let me know. Thanks for Reading.**


	11. 10 Food fight

**Chapter Ten: Food Fight**

* * *

"Sisters, friends, Weiss," Ruby called out to her team and Phoenix, the latter part earning an indignant "hey" from Weiss. "Four score and seven minutes ago, I had a dream," Ruby continued, ignoring the Ice Queen's reaction.

"This ought to be good," Yang said as Nora tossed food into her mouth.

"A dream that one day, we would come together and have the most fun anyone has had… ever!" she proclaimed.

"Did you steal my binder?" Weiss asked.

"No, that was me," Phoenix answered, "Although Ruby did ask me to."

"Hey! You said you'd keep it secret!"

"What're you talking about," Blake asked, confused by what Ruby was planning.

"I'm talking about kicking the semester with a bang!" Ruby replied.

"I always kick my semesters off with a YANG! Right guys?" Yang quipped. There was an awkward silence that was only interrupted when Nora hit Yang in the face with an apple. Ruby continued after they had all recovered.

"Look guys, it's been a good two weeks, and with more exchange students coming in and the torment at the year, our second semester is going to be great. But classes start back up tomorrow, which is why I've taken the time to schedule a series of wonderful events for today."

"I don't know weather to be proud or scared of what you have in store," Weiss replied as Yang threw an apple at Nora.

"You guys go ahead, I think I'm going to sit this one out," Blake said.

"Sit out or not, I think whatever we do we should do it as a-," Weiss tried to say, but was hit in the face with a pie, having been caught in the crossfire of the food war between Yang and Nora.

* * *

The situation had quickly devolved into complete chaos. Team JNPR had thrown together a fortress of tables as everyone else in the room (except for RWBY and Phoenix) fled for their lives. "I'm queen of the castle! I'm queen of the castle!" Nora chanted, standing atop the table fort.

"Justice will be swift! Justice will be painful! It will be delicious!" Ruby proclaimed as she crushed a milk box

"I have a plan," Phoenix stated. "Yang, you go up and destroy the base of their fort and causing it to collapse while the rest of us draw their fire. Once they've lost their fort we divide and conquer. Yang you take Nora, Weiss takes Ren, Blake takes Jaune, while Ruby and I take Pyrrha. Sound good?" he looked around, only to see they'd already charged. "Bloody hell! Can you at least give me some warning!" he exclaimed as he charged, picking up two swordfish. He suddenly caught himself as he remembered the only person who knew about his real primary weapons was Blake. He groaned as he tossed the fish upwards, causing one of the pipes to fall on his head. "Damn it! Well, may as well use this," he said as he resumed his charge.

"Pyrrha has polarity and this pipe is metal, so I should avoid her. The next largest threat is Nora so-," Phoenix's train of thought was interrupted as he barely dodged a leek aimed at his face. "Well, I guess I'm fighting Ren." Ren charged at him and picked up a leek. Phoenix blocked his strikes and hit him in the leg, bringing him to his knees. A blow to the head removed him from the fight. This, however, enraged his original target who had just sent Yang through the roof. Nora was also using a pole, though her's had a watermelon on the end. She lunged at him with her "hammer", but he was able to dodge just in time. Even though he did, some of the food that was sent towards him by the shockwave hit his glasses, effectively blinding him. Before he could wipe them, he felt a pull on the staff. He was sent flying into a wall and pinned to it by the pole. "Pyrrha," he thought to himself as he wiped off his glasses. Suddenly, a strong wind and a storm of food and rose petals flew past him, picking up all team JNPR. Just as the fight concluded, Glynda burst in and fixed all the messes they'd made.

"Children, please don't play with your food," she scolded. Before she could give them a lecture Ozpin stepped in and started talking to her. As they were all laughing about what happened, Yang fell through the roof.

* * *

"So, what do you guys want to do next?" Ruby asked as they all walked back to their rooms to get a change of clothes.

"If you guys want you can all come to my room tonight. I'll need a couple hours to get the food so you guys can still do other stuff," Phoenix said, earning excited looks from everyone.

"Judging from your faces it's a no," he said grinning.

"No you dunce! We want to come!" Weiss exclaimed, seemingly oblivious to the joke, which they informed her of. "Oh right, I knew that."

"Alright! So… I'm thinking we meet up at my room around 6:00. Sound good to you guys?" He asked.

"Sure," they all responded

"Wonderful, now I'm stuck FLYING to downtown Vale," Phoenix groaned. "We can at least have some fun from this."

* * *

 **I wonder what Phoenix is planning for their night. Again, if you have any ideas let me know. Just know it may take me a bit to fit them into the story. Thanks for reading!**


	12. 11 Party

**Chapter Eleven: The Party**

* * *

"I'll take two sides of fries and a lemonade," Phoenix ordered as he sat down in the diner. Having gotten little to eat because of the fight, he had decided to get a quick meal before getting the supplies. The only other person at the diner, the man at the counter, took his order and went into the kitchen. Just as the man exited a group of six teenagers that seemed to be part of a gang walked in.

"Oy! Four eyes!" one of them called out. "You're in my seat."

"Oh really, it's yours? Then where's your name?" Phoenix asked sarcastically.

"Don't get smart with me!" the thug commanded as he pulled out a knife.

"Okay, let's calm down. No need to feel so stabby. If you like this seat so much I'll just go," Phoenix stated as he backed away slowly, trying to avoid causing a scene.

"That's right! Go crying home to your mommy!" the thug with the knife yelled as Phoenix reached the door. They had just touched a nerve, as they were about to find out.

"Manners." He pulled one of the locks on the door closed. "Maketh." He did the same to the second lock. "Man." He turned the knob on the final lock. "Do you know what that means?" They gave each other confused looks. "Then let me teach you a lesson." He grabbed an umbrella someone had forgotten in the rack, hooked the end of it onto a glass still at one of the tables, and flung it straight into the forehead of the thug who had pulled the knife on him. "Are we going to stand around here all day, or are we going to fight?"

* * *

"Thanks for the food," Phoenix said as he handed the man behind the counter a check. "Oh, and there's some extra money on there to pay for the damages," he added as he stepped over one of the groaning body of one of the thugs. As he reached the door he heard a pounding on it. "Blast! Forgot to unlock it. Give me a moment."

"What the hell happened?" Detective Grant, who had decided to take a relaxing day off, demanded to know.

"Grant holding me for a couple hours before I finally convinced him I wasn't a vigilante things a bit," Phoenix said to himself, chuckling at the irony of that situation. "At least I still had enough time to get everything set up." He looked at his room which he'd just finished preparing for the others. In the center of the room there was a table that had a couple chairs in by it and two bowls, one filled with chocolate one filled with chips. There were also a couple large bottles of soda and plastic cups. The TV and the game system attached to it were both on and there were a few different games by the system. Just as he finished admiring his work, he heard a knock at the door. When he opened it he saw RWBY and JNPR looking excitedly into his room. "Come on in, there's plenty of room."

* * *

Everyone seemed to be having a good time. Yang and Jaune were playing a fighting game on his TV. Nora was eating an inhuman amount of food. Ren and Blake were talking about something, most likely their insane teammates. Weiss and Pyrrha were engaging in similar behavior. As for Ruby, she was with Phoenix, who was explaining to her about the different functions of the Atlesian figures real life counterparts. "This is actually one that they aren't using in the field yet. It's called the Paladin," he explained as he held up one of the figures.

"Ooohhhh. What does it do?" Ruby asked.

"Well, it's a robotic suit that a standard soldier can wear to increase their strength, armor, and firepower exponentially."

"Oh come on! Jaune shouted as he threw his arms up in frustration.

"Yeah!" Yang cheered. "What's up?" Phoenix asked them.

"Nothing much, just kicking vomit boy's ass," Yang replied.

"I told you to stop calling me that!" Jaune yelled, though no one seemed to acknowledge him.

"Beating him is too easy. Anyone else want to step up?" Yang asked the rest of them. The only volunteer was Phoenix.

"I've beaten you before, I can do it again," he declared.

"If you're so confident then why don't we raise the stakes a bit. Loser has to grant the winner one request."

"You're on," Phoenix stated, sounding far more confident that he actually was. "I just got this blasted game. If I back out now I'll look like I'm afraid. Well… I guess I'll just have to make sure I don't lose. Besides, what's the worst that could happen? Oh God, I just screwed myself over by saying that didn't I?"

* * *

"Fight!" Ruby yelled at the same time as the in-game announcer having decided to announce the fight. She had even thrown together a microphone using some scraps that could be found in Phoenix's weapon pile. "Phoenix starts off strong, using telekinesis to slam Yang into the ground.

"You've got telekinesis and a sword? How am I supposed to compete with that?" Yang complained.

"You're not," Phoenix replied. Ruby continued her announcing as though the two of them weren't talking.

"Yang gets back up and fires a couple shots at him with her pistol. Phoenix reflects the first attack, but the second one is a direct hit. While he's dazed she goes in for a counterattack. She kicks him up into the air before getting him back down. Now she's got him in the corner. It looks like Yang might take this round. What's this? Phoenix has managed to use his telekinesis to push Yang backwards and then pull her into his sword. He pulls it out only to shove it through her back."

"Come on Yang, put your back into this fight. Show a little spine," Phoenix quipped.

"Hey! The only one here allowed to make puns is me," Yang stated.

"Round two: Fight!" the in-game announcer stated, interrupting the two of them.

"That's my line!" Ruby complained, but upon seeing the fighting had begun she quickly got back into character. "Phoenix starts out strong again, this time with two overhead sword blows. Yang blocks both of them and then cartwheels backwards, kicking him in the jaw before jumping up in the air and landing a jump kick. Phoenix fights back using an upward strike from his sword that sends Yang flying. At least that's what it would do if he didn't slam her back into the ground. Right now they're both at low health. The next hit will decide the round. That hit goes to Yang, who shoots him in the knee before hitting his head right into a kick!"

"Final round: Fight!" the game's announcer ordered. Ruby once again complained about her "line being stolen". She quickly resumed announcing though. "Yang gets the first hit this time, kicking Phoenix up into the air. When Phoenix lands he does the same to her using telekinesis and then slamming her back into the ground with his sword. Yang tries to fire a couple shots with her pistol, but Phoenix reflects both of them and then charges, landing a three hit combo with his sword. He then throws her in the corner. With only a sliver of health left, this looks like it could be the end for her." As Ruby said this Yang's eyes turned red. "Hold on! It looks like Yang may be making a comeback. Good thing Phoenix's character is already blind otherwise that fire to the face may have- Oooooohhhhhhh! That's gotta hurt!" All of the guys winced. "Yang finishes Phoenix off with a double headshot from her pistols, not that she needed to."

"Yes! I won! You and your telekinetic swordsman can't touch me!" Yang cheered as she jumped around the room, knocking over just about everything in the process.

"Yeah yeah yeah, can you just stop making a mess so we can get whatever sick punishment you've concocted for me over with," Phoenix groaned.

"Ahhh yes… My request. What to do… What to do…" After pondering what she would do for a moment Yang suddenly started to laugh maniacally.

"Dare I ask what you're planning?" Phoenix asked hesitantly.

After Yang calmed down she gave the order. "You need to kiss Ruby."

"WHAT!" both of Phoenix and Ruby exclaimed together. "No way! You're not dragging me into this," Ruby declared.

"Yes I am. I've seen how you two act around each other. I'm just doing what you won't do yourselves." Upon hearing this Ruby had the mic she had made transform into a gun.

"You know that won't do anything, right," Yang pointed out. Just as she said this the gun blew up in her face. "Huh, I guess it did do something. Anyways, the deal never said I couldn't bring other people into it."

"Guys, put a stop to this. Please," Phoenix pleaded. The looks he received showed he wasn't going to get any help.

"Fine…" the two them groaned in defeat. "But I will get my revenge," Phoenix added. With that, the two of them pressed their lips together.

* * *

"Bye guys, hope this wasn't a complete waste of time," Phoenix said as the two teams he had invited over walked out, heading back to their own dorms, some still laughing about the "incident".

"Waste of time? This was awesome!" Yang stated as she walked out.

"Yeah, tonight was fun," Ruby said. "Aside from… well… you know. Not that I'm saying that your not good looking or anything," she stammered, turning as red as her cape.

"Right. It's not like your not pretty or anything, it's just that we're not uh… like that. It was just awkward," Phoenix replied, fumbling with his words and turning as red as Ruby. "Well good night," he said, trying to dismiss what just happened.

"Yeah, night," Ruby called out as she walked away. When he closed the door, he slammed his head into, muttering, "Real smooth Phoenix. Real smooth."

When he turned around he saw the mess that had been made, mostly by Nora's animal-like eating and Yang's victory celebration. "Oh for fu-"

* * *

 **Yeah, that happened. I know I haven't written much that shows the two of them together, but like Yang said, they're a lot of minor things that happen between them, but aren't enough for a chapter. And before anyone asks, yes, I did make a "Kingsmen" reference, and yes, the fighting game thing was a reference to Mortal Kombat. The fight was Kenjitsu Kenshi (my main) vs. Brawler Cassie Cage (Figured she best fit Yang. Yes I know Jacqui has shotgun gauntlets but Cassie seemed like an overall better fit). If you have any ideas for future things focusing on the two of them let me know. Thanks for Reading!**


	13. 12 Investigation

**Chapter Twelve: Investigation**

* * *

"Yang Xiao Long, prepare your kingdom for battle!" Ruby exclaimed, declaring an attack on her in a game team RWBY was playing.

"Uh… Ruby, that might not be a good idea," Phoenix warned her. It had been a couple weeks since the party, and the awkwardness between them had settled down for the most part.

"Don't worry, I have a plan," Ruby told him. "I deploy the Atlesian air fleet. Now I can fly right over your Ursi and attack your wall directly." "You fiend!" Yang declared, faking shock. "And my repair time only lasts one turn," Ruby continued.

"Pretty sneaky sis, but I activate my trap card. Fatal Feathers," Yang said, a smug grin on her face.

"I warned you. I've played things like this with her before, and I know her strategies," Phoenix explained.

"Fear not General Phoenix, all is not lost. If she rolls a six or lower her own forces will be destroyed," Ruby stated.

"General?"

"Well since you're my adviser and stuff I figured you deserved a title. Sorry."

"I'm fine with it, I was just curious why you were calling me that."

"Sorry to interrupt you guys, but I rolled an eight," Yang interjected.

"Noooooo! My soldiers! You will be avenged!" Ruby cried.

"Perhaps you should let your general take over. After all, I know how Yang thinks, and don't plan on letting her beat us in a strategy game," Phoenix explained to a crushed Ruby.

"Anyway… it's your turn Weiss," Yang said, ignoring the discussion between Ruby and Phoenix.

"I have no idea what I'm doing," Weiss declared.

"It's simple. You're playing as Vacuo, so all Vacuo based cards get a bonus," Yang explain, and then proceeded to make Weiss's move for her.

"And this means…," she asked.

"You're only three moves from conquering all of Remnant," Ruby sobbed.

"Yes! Fear the almighty power of my forces. Cower as they-," Weiss said, suddenly acting like a villain.

"Damn, I didn't think Weiss would get as intense as us in games like this," Phoenix joked.

"Besides, I have a trap card. Your army has been destroyed," Yang declared triumphantly.

"I hate this game of emotions we play," Weiss cried out.

"Stay strong Weiss," Ruby said, clinging to her teammate.

"Shut up don't touch me."

"Two things. First of all, why are you saying don't touch me when you're clinging to her, and secondly, why the bloody hell did you let her make your move and assume she didn't have a countermeasure in place," Phoenix groaned.

"Your turn Blake," Yang pointed out.

"Uh… what am I doing?" Blake, who had been ignoring the entire situation, asked.

"You're playing as Vale, trying to conquer the kingdoms of Remnant," Yang explained.

"Can I play?" Jaune, who had come up behind them, asked.

"Sorry, but we've already got four players," Phoenix explained.

"Besides, this game requires a certain level of tactical cunning that you lack," Weiss continued.

"Bring it on Ice Queen," Jaune challenged, "I'll have you know I've been told I'm a natural born leader."

"By who, your mother?"

"Who'd have thought the Ice Queen could burn someone so badly," Phoenix thought to himself.

"Pyrrha too," Jaune stammered.

"Just let me play your hand for a turn," he pleaded.

"I'm not trusting you with the good citizens of Vacuo."

"Come on, you've trusted me with way more important stuff. You told me that Blake is a Fa-"

"Fun loving person who we all respect," Pyrrha interrupted, covering Jaune's mouth. Phoenix gave Blake a look that said "these are the people you want me to entrust my most dangerous secret to".

"Sup losers," the monkey Faunus from the docks said.

"Hey Sun," Ruby greeted him. "So, I never got the chance to introduce you to my old friend."

"Aren't libraries for reading?" the boy standing next to the Faunus who was apparently named Sun asked.

"Thank you!" Ren could be heard yelling in the background.

"Shut up. Don't be a nerd," Sun said to his friend.

"Ah ah ah, intellectual. Anyway, I'm Neptune." Shortly after he introduced himself he started flirting with Weiss.

* * *

"You're just mad because the new guy beat you," Ruby said as she, her team, and Phoenix entered their dorm.

"He wasn't the only one," Phoenix continued, grinning.

"How did you even do that. I destroyed most of Ruby's forces?" Yang asked him.

"Simple, you assumed we were out of the fight so you let your guard down, leaving you open to an attack."

"Stop," Weiss ordered, pointing at Blake.

"And this is where I take my leave. Night Ruby," Phoenix said as he left, not wanting to put up with a fight between Blake and Weiss. As he was walking back to his room, he bumped into someone. She had silver hair and bright green eyes. "Ah, sorry miss…"

"Silver, Sliver Omega," the woman replied.

"A pleasure to meet you Silver," he said as he walked away. He couldn't shake the feeling that he'd seen her before, but he didn't want to bring it up.

* * *

"Most of the recent leads on Torchwick haven't worked out. Any White Fang captured at the docks were either found dead in their cells or they disappeared mysteriously. That means there's only one known associate left. Only reason I haven't done this sooner is it wasn't likely he'd know anything. But I'm out of options," Phoenix thought to himself.

"Where to boss?" the pilot asked when he saw Phoenix board. Since their first encounter they'd bonded somewhat, mostly since Phoenix took to talking to him to keep his mind off flying.

"Remember in the news a few months ago they mentioned a club that exploded?" Phoenix asked.

* * *

"Alright Jenkins, wait for my signal to come pick me up. Until then, wait a couple blocks east of here," Phoenix ordered to the pilot, Leeroy Jenkins. With that he walked into the club. Most of the guards were in black suits with red sunglasses, the same outfit the thugs who robbed "Dust Till Dawn" had. He received multiple strange looks as he walked up to the counter. "I already told him I'm not giving him anymore men," Junior yelled at a small girl with an umbrella.

"I have a few questions Junior," Phoenix interrupted.

"I've got one of my own first. Who the hell are you?" Junior asked. Under Phoenix's mask, his eye twitched slightly from rage.

"It's the Flaming Shadow! How hard is it to get some bloody-!" he shouted, but was interrupted by a blow to the face from an umbrella.

"Finally some recognition," he said once he recovered. His attacker was the girl from before.

"Let me guess, you're with Torchwick. Just tell me where he is so we can avoid blowing up this nice man's club," Phoenix ordered. Her only response was to extend a blade from the end of her umbrella.

Phoenix's opening move was to send a blast of fire at her. She opened her umbrella and blocked them with it. "You know, they say opening an umbrella indoor is bad luck," Phoenix joked. With this the girl lunged at him. He jumped to the side and caught her weapon I the hooks. He tried to disarm her, but her strength was surprising for someone her size. She kicked him in the chest and freed her weapon. Phoenix fired multiple rounds at her, but she blocked them by opening up the umbrella again. When she lowered her it he'd closed in on her. He hooked on to her shoulders and pulled her into a headbutt. This dazed both of them, but the girl was first to recover. She charged at him, impaling his left shoulder. Phoenix used this as an opportunity to disarm her, breaking off the blade of her weapon while it was in him. This surprised her, allowing Phoenix to kick her in the gut.

Before the fight could continue, an airship blew up the roof of the club. "Figured you were taking too long Neo. You can play with him later," Torchwick called out. Neo ran toward the ship, but Phoenix pursued her. To get him off her tail, Torchwick fired the ship's guns at him. Phoenix dived for cover, and after a moment of hiding behind it, he leapt out and fired multiple rounds at the ship. Each of the shots went up one of the barrels of the ship's minigun. Roman quickly retreated before Phoenix could make another move.

As the adrenaline rush from the fight went away, the pain from the wound Phoenix had suffered started to seep in. "Jenkins, I need pickup."

* * *

"Who are you? What happened?" the nurse at Beacon's infirmary asked.

"Not important. I need you to treat this wound," Phoenix ordered, in too much pain to be mad about not being recognized.

* * *

 **Timeline wise, this a few days before episodes three and four. Sorry about the bad descriptions in the fight. Like I said before, I'm not good at that sort of thing. Also, for those of you who were wondering, Silver is Cinder in disguise. If you have any suggestions let me know, and as always, thanks for reading!**


	14. 13 Mech Fight

**Chapter Thirteen: Mech Fight**

* * *

"Sorry about our previous interruption," Phoenix said to Junior, having returned to his club. "Oh, and you might want to have your friends stop pointing their guns at me. Don't want this place blown up a third time."

"Fine," Junior mumbled. "Stand do-"

However he could finish his order, one of the thugs came running through the door and held it closed, yelling, "She's back!"

"What are you two idiots doing?" he demanded to know. Before he could get an answer the door was blown open.

"Guess who's back?" Yang shouted as she walked through the door. Before she could do anything else every gun in the club pointed at her.

"So much for this place not blowing up again," Phoenix groaned. Upon hearing this Junior ran off to intervene before anything happened.

"Stop, stop. Nobody shoot. Blonde, you're here. Why?"

"You still owe me a drink," she replied as she dragged him off, giving Phoenix an unobstructed view of the person behind her, Neptune.

Having learned his lesson from the incident with Blake, Phoenix had added a machine in his mask that changed his voice so that he wouldn't slip up again.

"Hey, you're that Shadowy Flame guy my sister won't stop talking about," Yang said. He was grateful his mask was on, otherwise Yang would see him blushing, and he'd never hear the end of it.

"Damn it! Why does this happen! Unless Yang was-" His train of thought was cut off when Yang started waving her hand in front of him.

"Remnant to Shadowy Flame."

"It's The Flaming Shadow! Seriously, how hard is that to remember?" He sighed. "Whatever. At least you've heard about me. Who're you?" He inquired, knowing he'd never met her as the vigilante.

"I'm Yang. You helped my little sister Ruby at the docks. And this guy is Neptune."

"Might I ask what you two are doing at a place like this?"

"We're looking for any clues about Torchwick," Yang answered.

"Then we're here for the same reason."

"Sorry to disappoint both of you but I don't know anything about him. He came in, hired my guys, and I haven't seen them since," Junior interrupted.

"So where did they go?" Neptune asked, coming out of nowhere.

"What kind of stupid question is that? They never came back. Who is this guy?" Junior asked.

"Don't worry about him, worry about us if we don't get answers," Yang said.

"Now," Phoenix added.

"I already told you everything. Torchwick hired my boys and I guess he wasn't happy with them. Which is something I can relate to!" Junior yelled, looking over at his men.

"We're wasting our time. Let's get out of here," Phoenix ordered.

"Agreed, come on Neptune," Yang said as she dragged Neptune out with her.

As they were on their way out, Yang got a call on her scroll. "Everyone, from you can hear me we need backu-," Blake said but was interrupted by Sun yelling.

"Help! They've got a robot and that Torchwick guy is in it!"

"Jenkins, fly by my location, asap!" Phoenix commanded. Just as the ship was overhead the robot, which looked like a Paladin, ran by. As Phoenix grappled up he ordered Jenkins to follow the mech.

* * *

"In hindsight, this was a terrible idea," Phoenix thought as he clung to the back of the Paladin using his claw gauntlets. He crawled up onto the mech's back and ripped a panel off it. "This looks important," he said as he ripped out the wires inside.

"Weapon safety systems offline," an automated voice said.

"Oh you've got to be f-!" Before he could finish his thought Neptune landed on the robot, his trident barely missing Phoenix's face.

"Hang on you two," Sun yelled. The next thing Phoenix knew, Neptune had been thrown into Sun, knocking both of them off the highway the mech was on. After that, the mech slipped on ice that Weiss created, causing it to slide off the highway with him on it. When the mech crashed into the ground he fell off and slid a bit before landing at Ruby's feet.

"Hi there," Phoenix said as he got up.

"Ohmygoshyourhere!" Ruby cried out when she saw him. When he regained focus the first thing he saw was Ruby's outfit, something he thought looked good on her. Quickly pushing those thoughts out of his mind Phoenix looked around. The second thing was the mech getting back up. As the rest of team RWBY landed Ruby shouted out "Freezer Burn!" With that Weiss froze the ground around her, and Yang hit it, creating a mist which obscured the robot's sensors. "Checkmate!" Ruby called out from the mist. Blake and Weiss charged at the mech and unleashed a series of attacks that damaged one of the leg joints. Torchwick tried to stomp on them, but Weiss used a glyph to get her and Blake out of the way. This didn't stop him from sending a barrage of missiles at them. Phoenix was able to shoot a couple of the missiles just as they were fired. The explosion damaged the launching mechanism and prevented any more missiles from being fired. All the other ones were taken out by Blake and Weiss.

Ruby's next order was a combo called "Ladybug". She and Blake dashed back and forth while slashing the mech's legs before jumping up into the air. They managed to cut off one of its arms as they fell, but it was able to respond with its other one. It quickly twisted around and batted them away. Ruby hit one of the columns, and a shoulder charge from the mech sent her flying through it.

The mech raised its foot above Ruby, who was trying to get up. Just before it could bring it down on her she was pulled out of the way by one of Phoenix's grapnel guns. He used the other to quickly pull himself towards Torchwick. "I'll end you!" Phoenix snarled. He continued his earlier attack on the mech's interior systems with his claws. Torchwick tried to swat him off of his back but couldn't reach him. Yang, Weiss, and Blake tried to keep attacking it but weren't able to keep up.

"Damn it!" Phoenix thought, "You'd think Weiss stabbing its leg would slow it down a- That's It!" He moved further up the Mech's back. His doing this put him into an area that the mech could reach. It grabbed him and began to crush him. However, this was exactly what Phoenix wanted to happen. This gave him the opportunity to get a good look at the mech and find the spot Weiss had damaged. The second he found it he flipped open his lighter and created an explosion right where the damage had occurred. This sent the leg flying off. The mech started to fall over. However, as it fell it flung him through multiple columns.

* * *

The first thing Phoenix saw when he regained consciousness was Ruby standing over him. "Come on, get up! You can't die!" she commanded.

Still dazed from the attack he groaned, "If that was all it took to kill me I'd have died a long time ago."

"Thank God you're alright!" she exclaimed as she hugged him. He was once again grateful for the mask due to how intensely he was blushing.

"Where's Torchwick?" he asked, hoping to change the subject before Yang could say anything.

"He got away with the help of some lady with an umbrella," Weiss answered.

"Blast! I guess she's his sidekick or something." Police sirens could be heard in the distance. "Once again, that's my cue to leave. Jenkins, pickup," Phoenix ordered as the airship flew overhead. "I trust we'll be meeting again," he said as he grappled up to the ship.

"Why is it that whenever I'm around Ruby I feel like this. Was Yang right? Am I falling for Ruby?" Phoenix asked himself on the flight back to Beacon.

Suddenly his scroll vibrated, alerting him to a message from Blake that read, "We need to talk. The same place as before."

* * *

 **So Phoenix is finally realizing how he feels about Ruby. I wonder what Blake wants to talk about. As always, thanks for reading**!


	15. 14 Cats Out of the Bag (Again)

**Chapter Fourteen: Cats Out of the Bag (Again)**

* * *

"What the hell was that back there?" Blake demanded to know.

"What do you mean?" Phoenix asked.

"For starters you charged in without a plan to fight Torchwick, and then you nearly let him kill you just so we could get a bit of an advantage."

"Like I said before I-" Phoenix tried to say, but was interrupted by a new voice.

"Aha! So this is where you've been sneaking off to!" Weiss declared as she jumped out of some bushes. "I thought I told you not to keep secrets from us. And you," she said looking at Phoenix, "Why are you here?"

"I'm guessing you won't believe we just happened to meet up."

"No."

"I told you they'd find out at some point," Blake told Phoenix.

"What would I find out?" Weiss asked, annoyed about being left in the dark about something.

"I'm the Flaming Shadow, that vigilante you saw tonight." Upon hearing this Weiss burst into laughter.

"And here I was thinking you couldn't be funny. But seriously, what are you two up to out here?"

"What!" Phoenix shouted. "Why is it so hard to believe I'm the vigilante?"

"For starters, you aren't nearly as skilled as him. Also, you don't have his weapons or his semblance. And to top it off, you're nowhere near as heroic as he is, no offence."

"Get ready to eat your words Ice Queen," he said as he pulled out his lighter. "A lighter? How's that supposed to prove any…thing…" She slowly became silent as part of the flame from the lighter broke off, grew, and took the form of a dragon.

"Still think I'm not him?"

"How? Why?" Weiss stammered.

* * *

"Wow…" Weiss muttered after hearing Phoenix's story. "But why keep it from us?"

"Two reasons. First, and slightly more embarrassing, I was afraid of how you'd react, especially the part about my mother. Second, even if you were fine with everything, you might want to help. I wouldn't be able to live with myself if something happened because of that."

"One last question, why are you here?" she asked.

"Ask her," he replied, gesturing to Blake.

"Both tonight and at the docks, he seemed to not care if he lived or died. I want to know why," she answered. "So?"

"Simple. I don't. If I die before putting down my mother then so be it. As long as my death brings us even one step closer to stopping her then I my only regret will be that I didn't stop her before. Besides, no one will miss me. I may value you guys, but I'm just an ally at best. Sure you'll be sad, but you'll get over it soon enough."

"You dunce!" Weiss yelled. "You think we don't care! Why do you think Blake called you here to talk to you about this? Why do you think Ruby was so worried about you? Do you have any idea what it would do to her if one of her best friends died? Hell, even that may be an understatement!"

"She… she likes me?"

"Yes you dunce, and don't think I haven't seen how you act around her. That and how defensive of her you are as the vigilante make it obvious."

"Wh- what do you mean? I have no idea what you're talking about?" Phoenix stammered, turning a bright red.

"You're in love with Ruby." Upon hearing this Blake's jaw dropped in shock.

"Wha-? Me? In love with her? No… that's crazy. Like I'd ever do something like that. I mean… really, what could possibly make you think that? Even if I did feel that way, which I don't, it's not like I'd have a chance. I'm just some thug playing hero and…" he continued to ramble on for a while about how Weiss's accusation was false, but each word had the exact opposite effect. As his rant continued he turned an even brighter red, something he didn't even think was possible. His long winded reply was simply met with a knowing look from Weiss, who clearly hadn't bought a word of what he said. "Fine. I'm in love with her," he finally admitted, partly to her, partly to himself.

"Okay, you need to tell her. Not just about your mother, not just about your identity, but about this," Blake stated.

"No way! On the off chance she doesn't shoot me on the spot after finding out about my mother, she'll want to help me with my 'job'. Like I said before, I'd never be able to live with myself if one of you died because of my failure, especially her. I don't think I could take it. Please, don't tell anyone," Phoenix begged struggling to keep his emotions in check.

"We won't," Weiss promised, "But you need to tell her eventually. About everything. If you don't, she'll find out."

* * *

"So… I was… uh… wondering if you wanted to go the dance with me," Phoenix stammered. "I mean of friends… of course. Not in a romantic way. Otherwise, it would be… well… awkward. Like this conversation. You know what, just forget I was ever here. Sorry for wasting your time," he said as he walked out team RWBY's door.

"Sure, I'll go," Ruby answered cheerfully.

"Yeah you're right it was a stupi- wait what?"

"I said I'll go with you."

"Oh… thanks. I guess I'll see you on Sunday. I mean I'll probably see you before Sunday, but I'll also see you on Sunday. I'm just making this awkward again aren't I?"

"Yep," Ruby laughed.

* * *

 **Sorry about the short chapter, but to be fair a lot happened. As always, Thanks for reading!**


	16. 15 Dance Drama

**Chapter Fifteen: Dance Drama**

* * *

"What the hell just happened?" Phoenix asked, looking at a dejected Jaune holding a guitar. He had just gotten the door slammed in his face.

"Weiss said no to my offer for the dance."

"Not quite what I meant. Blake just stormed past me looking especially upset. Wondering if you knew anything."

"Uh… no. Sorry."

"No big deal. And as for Weiss, avoid singing and you'll have much better odds," Phoenix said as he walked by Jaune back to his room. He barely resisted the urge to tell Jaune about Pyrrha.

* * *

The next day Phoenix was helping team RWBY, or more accurately team RWY, plan for the dance. Yang was moving around a stereo while Weiss was putting dollies on the tables. "What kind of dress you wearing to the dance?" Yang asked Ruby.

"Who cares about the dance if Blake isn't going," she replied.

"Don't worry, she's going. Weiss! I thought we agreed no dollies!" Yang exclaimed, completely forgetting what she was originally talking about.

"I don't get dollies, you don't get fog machines," Weiss threatened.

"What kind of dance has both those things?" Phoenix asked, but before he could get an answer Neptune and Sun came in.

"You're going to have fog machines?" Neptune asked.

"We're thinking about it," Weiss responded, immediately changing her demeanor.

"So, are you ladies excited for dress up?" Sun asked the girls. Ruby couldn't care less, but Yang seemed pretty excited. Weiss asked what the boys would be wearing.

"Uh… this," both Sun and Phoenix replied.

While Neptune covered Sun's mouth and said, "Ignore him, for he knows not what he says," Weiss started chewing Phoenix out.

"Seriously, you're the headmaster's son. I would think you would know how to handle social gatherings."

"You're what?" the other two boys exclaimed.

"I was trying to keep it secret, but yes I am," he replied, glaring at Weiss and hopping she could keep his other secrets better. "Anyway, I just watched those from the rafters. Some of the thing you see are pretty funny." When the two of them returned to the original discussion, Ruby was trying to figure out how to get Blake to go to the dance.

"Guys, trust me. Blake will be at the dance tomorrow," Yang said as she walked away, completely sure of her success.

"I've got to see how this plays out," Phoenix thought as he followed Yang. "Sorry guys, but I remembered I've got some studies to do. See you later."

* * *

"And if you feel like coming out tomorrow, I'll save you a dance," Yang said. She had just finished telling Blake about her search for her mother and encouraged Blake to get some rest, perhaps using somewhat unconventional means.

"She's right you know," Phoenix said, dropping down in front of Blake once Yang left.

"Phoenix! How long have you been here?" Blake exclaimed.

"Since the start. Wanted to be around in case Yang's plan didn't work so I could help. Slightly surprised she didn't lose you with that laser pointer bit. But really, when the guy who sneaks out every other night to fight crime tells you to take a break, you seriously need to take a break."

"I suppose you're right."

"Good. Go back to your room and get some damn sleep. Don't worry, we'll wake you up before the dance!" Phoenix shouted as he walked off. "Thank God she didn't think to use this to blackmail me into telling Ruby everything. I can see it now, 'Fine, but only if you tell Ruby everything, including how you feel.' Probably too tired to think that deviously." he thought

* * *

"I see the two of you two are hiding at the punch bowl too," Jaune said to Phoenix and Ruby. It was the night of the dance, but neither of them knew how to dance.

"I even got dressed up… somewhat," he thought as he looked down at his outfit. Most of what he was wearing was a standard suit. The only major difference was that he was wearing a coat like the one he wore as a vigilante. The only major differences were the lack of a hood and a slightly more refined appearance. This was a fact that Ruby pointed out, though he simply said he liked the way it looked, hoping she didn't notice how flustered he got. "To be fair I wasn't lying. I did like the coat. Why I thought wearing it was a good idea I'll never know, but hey, live and learn," he thought. Pulling himself back to the conversation he replied, "Yep," at the same time as Ruby.

"To the socially awkward," Jaune said as he held up his cup.

"To the socially awkward," the two of them said, Phoenix pulling out a flask and taking a sip. Ruby and Jaune gave him shocked looks.

"Don't worry Ruby, it's not the stuff your uncle drinks. Not of the punch they have so I brought some lemonade." The other reason he brought it was because he didn't trust punch bowls. Too many opportunities for someone to slip something in.

"Sorry things didn't work out with Weiss," Ruby said to Jaune.

"It's okay I guess. I mean, Neptune is a good guy. Pretty cool," he replied.

"What?" the other two asked.

"I mean how many people can pull off blue hair?"

"Nonono, the other thing," Phoenix responded.

"Weiss came to the dance alone," Ruby finished. They looked over at Weiss, who was trying to get a flower to stand up straight.

"Hold my punch," Jaune said dramatically as he walked over to Neptune. Immediately after he left she took a sip of it, causing Phoenix to start laughing.

* * *

"So, how's your date going," Yang asked as Ruby and Phoenix walked over to her.

"Wha-! No! It's not like that!" both of them stammered, turning a bright red.

"Relax, I'm only kidding, although you two would make a really cute couple." This remark caused the two of them to turn even more red than before, which they thought was impossible.

"You know, you did a great job planning all this," Ruby said, desperate to change the subject.

"Awww! Thanks!" Yang exclaimed as she pulled Ruby towards her, much to the latter's annoyance. "But it wasn't just me. Weiss did a lot too." They all looked over at Weiss and saw that Neptune had gone over to talk to her. "Well, back to work tomorrow," Yang grumbled.

"Don't worry, I'm sure we can handle whatever gets thrown at us," Ruby replied.

"Does that include this?" Phoenix asked, gesturing toward the dance floor. On it, Jaune, who was wearing a dress, walked up to Pyrrha.

"Nope," the sisters responded. After a short conversation with Pyrrha team JNPR burst into a dance routine.

"Did they practice that?" Yang inquired.

"I don't bloody know."

* * *

"Phoenix, want to get some air?" Ruby asked once team JNPR finished their dance.

"Sure."

"Hey, Ruby there's something I want to tell you," Phoenix said once they were far enough away that no one could hear them.

"What is it?"

"Well, I… God this is awkward," he groaned, looking down so she couldn't see how much he was blushing.

"Hold on," Ruby interrupted, "I think I saw someone on the roof over there."

"Wha-" Phoenix tried saying, but stopped when he saw who the figure looked like.

"Ruby, you should go back in. Wait, where'd you? Damn it wait up!" he yelled, chasing after her.

* * *

When he finally caught up to her she had called her weapon and was moving into the building. There were a couple of bodies lying around. Upon further investigation he found something that confirmed his suspicions. One of his mother's arrows. "Ruby, I've seen this person before. Trust me when I say they're out of our- Wait NO!" he shouted as he saw the elevator door close with her in it. "DAMN IT!" he screamed as he punched a wall. He repeatedly pressed the down arrow in hopes that when he got up it wouldn't be too late.

"What's going on here?" a new voice asked.

"Ironwood! Ruby is going up against my mother! I tried to stop her but-!"

"Calm down, I'm sure Ruby can hold her own until we get there."

"I know she's skilled but so was I. Don't you remember what that woman did to me in a matter of seconds?" Before they could continue the elevator door opened.

"Ruby! You're alright!" Phoenix exclaimed as the elevator door opened on the top floor.

"Phoenix what are-" Ruby tried to say. She was, however, cut off by Phoenix embracing her.

"I was terrified. I thought I'd lose you to her too. Don't ever do that to me again!" Phoenix demanded as he started to break down.

"What's wrong? What're you talking about?" Ruby inquired, a concerned look on her face.

"That was his mother," Ironwood said calmly.

"Oh…" Ruby said after Phoenix had finished telling her about his mother, being careful not to mention anything that could implicate him as the vigilante.

"If you hate me now I understand completely. Considering that she's my mother and how much she's done because I failed to stop her, I probably deserve it," Phoenix replied somberly.

"Why would I hate you because of that. You're not your mother, and you're not the only one who hasn't been able to stop her."

"But-"

"Nope."

"But-"

"Nope." Phoenix couldn't help but grin at this, remembering how she told him about doing something like this with Jaune. "There you go," Ruby said with a smile.

"Thanks. Just one more thing. Don't tell the others."

"What! Why?" Ruby exclaimed. "I- I'll tell them at some point. Just not now. Especially not so close to the incident."

"Fine… now, you want to go back to the dance?"

"Ruby," he replied, "I think I need some rest. Sorry to disappoint you."

"Disappoint me? I was just asking to be polite!" Ruby responded.

"Sorry to interrupt the two of you," Ironwood said, "But I'll need to talk to both of you to get the details tomorrow. Until then, get some rest."

* * *

 **Figured I'd use this to clarify who knows about Phoenix's secret identity. Oz, the other professors, Ironwood, Weiss, and Blake. If you didn't guess, he was going to tell her how he felt before Cinder interrupted. Also, sorry for the large amount of breaks in this chapter, but there are a lot of time lapses. Anyway, thanks for reading.**


	17. 16 Scouting

**Chapter Sixteen: Scouting**

* * *

"Well there we have it. We send as many troops to the southeast to find out exactly what's going on and eradicate any force that stands in their way," Ironwood commanded. Ruby had just informed them that the White Fang had forces stationed there.

"Why must your answer to everything be a triumphant display of military bravado. You treat every situation like it's a contest of measuring di-" Glynda tried to say before being cut off by Ozpin.

"Glynda," he scolded. Above them laughing could be heard.

"What the hell is-?" Ironwood exclaimed.

"Me," Phoenix stated as he jumped down from one of the gears above them.

"How long have you been here?" Ironwood demanded to know.

"The whole time," both Phoenix and Ozpin answered. "Honestly I don't know why you're surprised," Phoenix continued, earning a glare from the general. "Don't tell me you're still sore about me blowing up that base. I already told you about my mother, and I made sure there were no casualties. Anyway, sending in an entire army will alert them that we're on to them. There's no way they're dumb enough to have all their forces in one location."

"So you're saying we do nothing!" Ironwood yelled.

"He's saying we scout out the area, find out what's going on," Ozpin replied.

"And I'm the perfect candidate for the job. Most of the students are leaving on missions so no one will ask any questions if I'm gone."

* * *

"Alright Jenkins, you drop me off at the designated location, then return to Beacon. Keep your radio on and be ready for pickup. Might also need you to deliver some prisoners to the general," Phoenix ordered as they flew towards Mountain Glen, a failed city now overrun with Grimm. "Alright, slow down, I see the drop point."

"Got it boss," the pilot cheerfully replied. Once they were over the building Phoenix had chosen he jumped out of the ship with a couple of large bags, inside of which was various different types of equipment and ammo cartridges.

"Not used to operating in daylight," Phoenix thought as he looked around the brightly lit ruins. "This should be amusing."

"Didn't think it'd take that long to get setup," Phoenix grumbled as he looked around temporary base he'd set up. By the ledge of the building there was a telescope that had inferred and night vision. There was also a radio set up so he could tap into White Fang communications once he found the signal, and a tent designed to cloak heat signatures. There were also various different specialized pieces of equipment lying around. "Who'd have thought a tent could be so damn hard to set up. Now to find some White Fang."

"Why does the boss have us on patrol anyway? It's not like anyone else is around here," a voice in the distance said.

"Shut up and do your job," another voice ordered.

"Looks like I found them."

* * *

After finding an isolated scout and "persuading" him to hand over his communicator, Phoenix was ready to put his plan into action. He set up a mini speaker in the middle of a building. The building was still under construction. The lower parts were fully constructed, complete with different rooms and hallways. The middle was only partly finished, parts of walls missing and wooden planks. The uppermost area was completely clear, except for some wooden boards and large partially constructed columns. He also set up a signal jammer to keep the White Fang from calling in reinforcements, hidden cameras throughout the building and synced to his mask so he could supervise the entire area, and multiple traps. He then initiated phase two of the plan. He used the "borrowed" communicator to tell the some of the scouts that there were some Atlas military forces at his location to lure them to him. As the patrol went by he activated the speaker, imitating an Atlesian soldier.

"Sir, we've set up the jammers and have forces surrounding their patrol. They won't engage until we give the order."

"Good, very good," he said using a slightly older voice. Just as he predicted, they moved into the building to eliminate the "troops" before they could order the attack.

Once they found the speaker, Phoenix said over it in his vigilante voice, "I can't believe you actually fell for that!" He had to suppress his laughter as he saw them look around, some in anger, some in fear. As some of the scouts tried to escape, he detonated the explosives at the entrances. The detonation had trapped all sixteen of the scouts inside. "Don't worry, the Grimm can't get in, but just to be safe I'll keep this quiet," Phoenix said over the mic.

"Find this bastard and string him up by his entrails!" one of the Fang ordered.

Phoenix perched himself on top of one of the columns, waiting for one of them to go to the top level. When one finally arrived he wasn't alone. He was with someone else, thinking that if they stayed together they were safe. They were wrong. Once they were within his range, Phoenix jumped down in front of them, slamming their heads together and knocking them out before they could scream. Elsewhere in the building an explosion could be heard. "Looks like they found the mines," he thought to himself. He checked the cameras to see how many members had been taken out by the mines (two), how many had gone to check out the explosion (four), and to check by the stairs he was near to ensure there was no one who'd see him. After confirming he was clear he moved downstairs. Just as he got to cover behind a partially constructed wall an enemy came by. Using one of the cameras to find the perfect moment to strike, Phoenix pulled him over the wall and slammed his head into the floor. Nearby, the floor was made entirely of wooden boards which he could easily break through. Checking below them using inferred mode on his mask, he saw three thugs nearby each other. "Perfect," Phoenix thought as he crashed through the boards, dropping a smoke bomb as he fell. Once the smoke cleared, all three were down. "Eight down, ten to go," he muttered to himself.

"Jenkins, I've got some trash that needs picking up at my current location," Phoenix said as he looked over the sixteen thugs he'd captured, all tied up using rope he'd brought with him for this situation. One of the thugs who had a build similar to Phoenix was missing his uniform. As he Phoenix looked at it he groaned.

* * *

"Little too big but I suppose it'll do."

Once he got back to his base, Phoenix started to change into his new clothes. Just as he finished getting undressed he saw a dog run up to him from around the corner. "What the hell?" he exclaimed, but before he could do anything else someone else came around the corner. "Ruby?"

* * *

 **I got a couple requests for another combat scene like the one in chapter six, so here it is. Sorry I didn't give detailed takedowns for all of the thugs. Also, Phoenix has gotten himself into an awkward situation with Ruby. If you have any tips for future chapters or how I can improve let me know, and thanks for reading!**


	18. 17 Train Trouble

**Chapter Seventeen: Train Trouble**

* * *

"Ruby? What the bloody hell are you doing here?" Phoenix shouted as he grabbed his coat and held it in front of himself, turning a bright red. Ruby was having a similar reaction to him.

"Phoenix! I'm so sorry! But what are you doing here?" she asked, clearly flustered.

"Just wait around the corner, I'll tell you when you can come back."

"Oh uh, right got it," she said as she stepped behind the corner.

* * *

"Alright, you can come back now," Phoenix groaned. Ruby returned, holding the dog from earlier.

"Wait… why are you dressed like The Flaming Shadow? And what are you doing here? And what were you doing… uh… you know?" Ruby asked, blushing as she asked the last question.

"One question at a time. What do you mean I'm dressed like The Flaming… Shadow… shit," Phoenix said as he looked at his attire and saw he was in fact wearing his vigilante outfit. He facepalmed as he realized that in his panic he forgot what he was putting on.

"Hold on, are you actually-?"

"Yep." Upon hearing this Ruby went into full fangirl mode, but suddenly stopping as she thought of something.

"Why'd you keep it secret from us?"

"At first it was because I didn't want to tell secrets that made me one of the most wanted people in Vale."

"What do you-?"

"Combining my current work with what I did with my Mother, one of the few crimes I'm not guilty of is murder. Anyway, once I got to know you guys I kept it secret for two reasons. First, I was afraid of how you'd react, and second I didn't want to put you in any more danger than you were already in."

"What do you mean more danger?" Ruby asked, slightly annoyed she wasn't trusted.

"I knew that if you found out about my job you'd want to help me in the field. Am I wrong?" Ruby shook her head. "Exactly. I wouldn't be able to live with myself if you got hurt because you were helping me. Once you found out about my mother, I asked you to keep it a secret because if you told your team what, Blake and Weiss might think you knew everything. Then they'd actually tell you everything else."

"What do you mean Blake and Weiss?" she asked, confused.

"Blake found out at the docks and Weiss found out after the mech fight.

"Why keep it secret?" Ruby asked, now annoyed at her teammates.

"Don't blame them. I asked them to. Afraid of how everyone would react, remember. You have every right to hate me for all this but we can talk about that later. Right now, I'm guessing you have other questions."

"Back up. What is it with you and assuming that we'll hate you? We're your friends. Sure, I'm a bit annoyed, but I could never hate you," she replied, blushing slightly when she said the last sentence.

"I'm sorry. It's just that it was one of the ways my mother kept me in line. Telling me that if anyone else found out who I was they'd despise me, so the only place I'd be accepted was by her side. I guess it's hard to get years of thinking like that out of your head. But enough about my backstory, what other questions do you have."

Ruby gave Phoenix a look that said 'this isn't over' and asked, "What're you doing here?" Phoenix suddenly remembered the incident where they met here and became a bright red. "

"The same reason as you, I think. To find the White Fang. When you…uh… found me, I was changing into one of their uniforms as a disguise."

"So you found their base?"

"No. I was going to say my party was ambushed by Grim and return to base with another party. Now I think it's my turn for some questions. Starting with why the hell you have a dog here?" he asked as the dog sat at his feet.

"My dad sent us Zwei and I didn't want to leave him alone." Phoenix started laughing, earning an annoyed look from Ruby.

"I'm sorry, it's just the thought of you trying to sneak a dog into a dangerous mission."

"Well, Professor Oobleck called me a genius," she replied proudly.

In the distance they thought they could hear a voice yell "Doctor!"

"Oobleck is here? Of course he is. Oz wouldn't send students here alone. Why he sent you anyways I've got no clue. I told him I could handle the mission myself. Don't' get me wrong I'm grateful for the help, I'm just... I'm rambling again aren't I?"

"Yep."

"Anyways, I was thinking since you've got me revealing all my secrets I may as well tell you one more. I-" before he could finish Zwei ran off, causing Ruby to chase after him. "Damn it Ruby! Wait up!" Phoenix yelled after her, remembering how things went at the dance. He took a moment to grab his weapons and mask before pursuing her. When he thought he'd caught up to her, all he saw was a hole with Zwei in front of it. When he saw her weapon beside the hole he realized what happened and jumped in without a second thought.

* * *

"Freeze!" one of the two White Fang who had their weapons aimed at Ruby ordered.

"I was about to say the same thing to you," a voice from behind them said as a tiger hook sword went by each of their throats. "Phoenix!" Ruby exclaimed. As she was calling his name Phoenix knocked out the two thugs.

"Please try not to reveal my secret identity to everyone. When I'm like this just call me Shadow."

"Got it Phoe- I mean Shadow," Ruby replied.

"Good, now go back to your team and tell them what's happening. Feel free to tell Yang about this," he said gesturing to himself, "She'll be pissed if she finds out she was the only one left out. As for Oobleck, he already knows."

"What do you mean go? I can handle myself!" Ruby shouted.

"I know you can. You're one of the best fighters I've ever seen, but someone needs to tell your team what's going on. Besides, you don't have your weapon."

Ruby frowned at him, replying,"Zwei will tell them. Besides, I can fight without my weapon. Face it, you can't get rid of me."

"How's the dog supposed to-? Fine, I suppose I should trust you on this," Phoenix groaned, hoping that this wouldn't get her killed. "No, I'll die before I let that happen," he thought shaking his head.

* * *

"Why're they loading mechs on that train? The tracks lead to a dead end," Phoenix mumbled as he watched the White Fang load mechs, among other cargo, onto the train while Torchwick barked orders at them.

"Can I see?" Ruby, who was standing behind him, asked.

"You can try, but my mask won't do you much good," he replied.

"What do you mean?"

"My mask's lenses serve as my glasses. Unless you're also nearsighted then it'll be pretty hard to see what's going on."

"Wait, you actually need glasses? I thought you just used them for the tactical info they gave you."

"I thought we got question time out of the way back at my camp. But yes, I do need glasses. Now let's get back to the task at-" Phoenix said, interrupted by an explosion which seemed to surprise the Fang. The few that went to investigate were blown away with a familiar sounding blast. "Well I'll be damned. The dog actually warned them," Phoenix muttered as he saw the rest of team RWBY.

"That's our cue," Ruby said as she jumped off the ledge and charged into the fray.

"I really need to talk to her about this," Phoenix thought as he jumped after her.

Unfortunately for them, they landed right between the two sides. Phoenix set up a wall of fire to obscure the enemy's' aim while they regrouped. "Ruby! You're okay!" Yang exclaimed as she embraced her sister.

"You say that like it's a surprise," Phoenix responded, not bothering to disguise his voice.

"Wait a minute… you sound a lot like-" Yang tried to say before being cut off.

"Phoenix!" both Weiss and Blake exclaimed, "What are you doing here?"

"Phoenix is the vigilante," Yang said before bursting into laughter. "Seriously, why do you sound like him?"

"Why is it so bloody hard for people to accept I'm The Flaming Shadow!" he shouted as he took off his mask causing Yang to stop laughing immediately.

"But-?"

"I'll explain later. Kind of under fire right now," he interrupted as he put his mask back on and did his "work voice".

"When we take them on call me Shadow." The others nodded in agreement, and Yang handed Ruby her weapon. "Good now let's kick some-!"

"Get to your places, we're leaving now!" Torchwick announced over a speaker.

"What's our next move?" Weiss asked.

"We're stopping that train," Ruby answered dramatically.

* * *

"That, my dear, is a bomb," Professor (Doctor) Oobleck answered in response to Weiss's question about the contents of the train car they were on.

"Wonderful," Phoenix groaned.

"We've got baddies!" Ruby announced, pointing to the hoard of White Fang approaching them. Before they could react the bomb activated.

"Blake, detach the caboose! It will kill us all!" the doctor ordered. Blake was about to slash through the connection when the caboose decoupled itself, an event which she quickly informed them of. As it drifted behind them the bomb detonated, blowing a hole in the tunnel.

"Oobleck, where does this tunnel end?" Phoenix asked.

"Below central Vale. Why?"

"Hate to interrupt your little talk but the rest of these have bombs on them," Yang shouted to the two of them, who were now one car behind the others. Just as she said this the car the two of them were standing on decoupled as well. They both jumped, barely landing on the new car.

"I was asking because that could prove to be a bit of an issue," Phoenix responded, continuing their conversation as though nothing had happened. He gestured to the hole made by the explosion of the car they were just on, which Grim were now entering.

"They're leading Grim into the city!" Oobleck declared.

When the White Fang had finally reached them team RWBY and Phoenix drew their weapons. Yang was the first to make a move, using her gauntlets recoil to propel herself forward and punching one of the thugs through the hatch on the car. Following her example, the others charged toward the enemy. Phoenix found himself in the front of the fray. To clear a path he grabbed onto one of the Fang with his hooks, throwing him into a crowd of other thugs. The result was something comparable to bowling. Once the way was temporarily clear, Phoenix started giving orders.

"Yang, Weiss, Blake, you three go down and try to stop this bloody thing. Oobleck, Ruby, and I will stay up top and distract them."

"Of course you want to be on a team with Ruby," Yang joked.

"Now is not the time!" Phoenix yelled. With that, Yang, Weiss, and Blake jumped through the hatch.

As the trio moved forward they heard a thumping noise in front of them. "Well, this day just keeps getting better and better," Phoenix groaned as he saw a Paladin charging them. Oobleck extended his weapon from his thermos, a cross between a bat and a flamethrower. As if on cue, Zwei, who Phoenix just noticed was there, leapt up into the air and was hit like a baseball by the doctor. "What the hell!" Phoenix exclaimed as he saw the dog fly through the air like a comet, knocking a mech off the train when he struck it. When he landed he acted as though nothing had happened. "Wha-? Why? How?" Phoenix stammered, but he got no answer.

After recovering from the shock of what he just witnessed, he charged forward, switching from his hooks to his claws. Having learned from experience which parts of the mechs to tear out, dispatching them was no problem. The fact that the pilots were far less skilled helped. He saw Ruby activate the flame blade they'd installed in Crescent Rose and got an idea. "Ruby, charge forward spinning with the flame active!" Phoenix ordered. Ruby, although confused as to what he was planning, did as he asked. As she charged by the mechs, Phoenix used his semblance to create a tornado of fire behind her. He then jumped from mech, tearing the pilots out of the weakened metal. As he'd suspected, the material these machines were made of was far lower quality than the one Torchwick used. "Great work!" he yelled to Ruby.

Once got close to the front they met up with the others. Oobleck had stayed behind to hold off the White Fang, and made a great comment about "teaching them a lesson". Phoenix couldn't decide weather it was badass or hilarious. "So, any ideas to keep us from dying horribly?" Phoenix asked as they sped toward the end of the tunnel. Weiss proceeded to create a barrier of ice around them. "Ruby, in case we don't make-" Before Phoenix could finish the train crashed, and everything went black.

* * *

 **Wow, Phoenix has terrible luck when it comes to telling Ruby how he feels. Like always, if you have any tips or ideas for future chapters let me know, and thanks for reading.**


	19. 18 Breach Battle

**Chapter Eighteen: Breach Battle**

* * *

When Phoenix regained consciousness the first thing he saw was the crowd of civilians in the streets of downtown Vale. The second thing he noticed was that Ruby was propped up against some rubble with her eyes closed .

"Ruby! Get up! You are not allowed to die!" he yelled as he ran toward her, the rest of her team recovering from the crash. When he got to her she opened her eyes.

"What? Where am I?" She mumbled.

"You're okay! Thank Gods!" Phoenix exclaimed as she got up. Before they could do anything else a King Taijitu burst through the rubble, revealing a large breach that lead into the tunnel.

"Well, this should be fun," Phoenix stated, his mood quickly changing. With that, he cracked his neck and charged into the hoard of Grimm that had crawled out of the breach. A king Taijitu lunged at him, but he quickly switched his weapon to shotgun form and blew its head off. He then switched to rifle mode and shot the two Beawolves charging at him from opposite sides. Another Taijitu came up behind him, but just before he shot it, Nora came sailing through the sky and hit it in the head. The rest of team JNPR wasn't far behind.

"Let's move!" Pyrrha ordered, causing Jaune to give a disappointed sigh that he didn't get to say that line. Returning his focus to the fight, Phoenix saw a Boarbatusk charge at him. At the last second he caught its horns in his hooks, breaking them off and kicking the Grimm into the air. He finished it off by linking the two hooks together and slashing it in the gut using a pommel blade. He saw Ruby hook a Grimm on her scythe, spin, and use the momentum to throw it. This gave him an idea.

* * *

"I can't believe I'm actually doing this," Phoenix groaned. His swords were hooked on the end of Ruby's scythe.

"Ready?" she asked cheerfully.

"Unfortunately." She proceeded to spin the scythe around at an angle, taking Phoenix with it. When she stopped, the momentum sent Phoenix flying upward towards a Nevermore. "This was a terrible idea!" he yelled as he flew through the air. When he got close to the winged Grimm he pulled out his grapnel gun and used it to pull himself up onto the Nevermore's back. He used his new height advantage to rain fire on the Grimm below. When this new mount tried shaking him off, he jumped off onto a nearby rooftop and shot it down. From his vantage point he saw two new arrivals to the battle.

"Nobody move! Junior Detectives!" Sun ordered.

"We have badges so you know it's official," Neptune stated. Behind them stood an exasperated looking Detective Grant. The Junior Detectives' enthusiasm was short lived as they saw the newest combatant.

"Looks like they sent in the big guns," Phoenix thought as he looked up at an Atlesian battleship. Multiple Bullheads and robots deployed from it. Returning to the fray, he jumped off the roof, landing on an Ursa which he immediately shot in the head. "Don't want to pull the type of stunt Nora has," he thought, recalling the time she rode an Ursa to the forest temple.

* * *

Phoenix's fighting lead him to the town square where a familiar face awaited him. He used his grapnel to pull himself to a Beawolf near Ruby, crushing its head with his gauntlet. When he got close to Ruby he saw an Alpha Beawolf about to attack her. "No!" He yelled as he jumped in front of her, shielding her from the blow. He could feel the searing pain of the wounds left by the beast's strike.

"Phoenix!" Ruby cried out, but he was too absorbed defending her. He tried to ignore the pain from the wound he had suffered as he turned around to fight, opening with a shot to each of the Beawolf's legs, bringing it to its knees. His weapon transformed to shotgun mode and fired into the Grimm's chest, sending it flying back. It charged forward, trying to land another blow against him, but he was ready. When it tried to slash him with its claws, he caught its hand with his sword, digging the hook into the beast's palm. He pulled the arm off and shoved one of his swords, now in rifle mode, into the stub and pulled the trigger, blowing the Beawolf apart from the inside.

Phoenix turned around to look at Ruby. "You okay?" he asked as though nothing had happened.

"I'm fine, but you! Your back!" she exclaimed.

"Like I said before, if it was this easy to kill me I'd have died a long time ag-." Before he could finish he was hit in the face by a Boarbatusk and sent flying. When he landed he quickly dispatched it, but something was off. The lenses of his mask had been damaged, greatly reducing his ability to see. Despite this, he was able to recognize the person he was now facing: Detective Grant.

"Don't move," he commanded, his pistol aimed at Phoenix.

"Grant, now is not the-" Grant pulled the trigger before Phoenix could finish his sentence. However, the bullet flew over his shoulder and hit a Beawolf that was right behind him.

"Letting you get mauled to death by a Grimm wouldn't be justice," Grant told him. "But I assure you this is a one time thing," Phoenix rolled his eyes while Grant continued to speak. He was becoming louder to make sure he could be heard over music that had mysteriously started playing. "Now act like the hero you seem to think you are, and defend the city."

The two of them fought together for a bit. As their fighting continued the music grew louder.

"Alright, that's it!" Phoenix finally snapped "What the hell is that music?!" He quickly got his answer when a ship flew over him. The owner of the ship was made obvious by the pilot yelling into the ship's speaker.

"LEEEEEEERRRRROOOOOYYYYYY JEEEENNNNNKKKKIIIIIINNNNNNSSSSS!"

Jenkins had his ship's weapons firing wildly. His random firing lead to the ship's main cannon creating an explosion between Grant and Phoenix.

"Son of a bitch!" they yelled simultaneously as they were sent flying back in opposite directions. Phoenix used the separation as a chance to slip away before the situation was handled and the detective decided that The Flaming Shadow was an enemy again.

The fight concluded shortly after that, ending with Glynda sealing the breach. After that it was just mop up work, mostly handled by Jenkins. "Hey, when you're done with that you mind picking me up?" Phoenix asked him, hiding in an alley so no one would see him. A minute passed before he saw what he thought was an airship overhead. "That you Jenkins?" he inquired.

"Yep. Why do 'ya ask?"

* * *

"Long story. I'll get to a clearing so you can land."

"Hey! You're that Fall kid!" Jenkins exclaimed when he saw Phoenix's face.

"Yeah. Please tell me you turned the speaker off," Phoenix replied, not wanting his identity broadcast to Vale. He'd taken his mask off so he could put on his glasses which he kept in one of his pockets.

"Yeah, they're off, but why tell me now?" the pilot asked.

"Well, everyone else I trust has already found out or is about to find out so figured you shouldn't be left out of the fun." Before Phoenix put his glasses on he saw a blur that looked slightly familiar. "What's she doing here," he thought. By the time he got his glasses on they had passed the location. "Turn around!" Phoenix ordered. The Jenkins compiled, but when he saw the roof he thought his mother was on, no one was there.

"What was that about?" Jenkins asked.

"Nothing," he said as he started bandaging his wound, "I guess that boarbatusk hit me harder that I thought. Let's just get this flight over with."

* * *

"You're what?" Jaune exclaimed. Phoenix had called teams RWBY and JNPR to his room to tell them everything.

"I'm The Flaming Shadow," Phoenix responded calmly, thankful that the walls and door were soundproofed. "I can explain everything. Ruby, Blake, Weiss, you three can feel free to play a game or something since you've already heard this."

* * *

"Wow…" they all said after he told them everything.

"That's the reaction I usually get," Phoenix replied.

"So your mother is behind what happened today?" Yang asked.

"Yep," he answered with a sigh. "This is why I wanted to keep it secret. My mother is a dangerous sociopath hell bent on destroying the world. And I'm the reason she's still walking. Not only am I related to her but I failed to-" he was cut off by Ruby embracing him.

"I told you before you're not your mother. We don't care about your past. We don't care if you didn't stop her. You did everything you could and that's what matters," she declared, blushing.

"Thanks Ruby. I needed that. But could you let go of me. This isn't helping my back."

"OhmygoshI'msosorry!" she exclaimed as she quickly released him.

"Awwwww! My sister is so grown up. You two really are adorable," Yang said, causing both of them to turn bright red and start trying to deny it while the others broke into laughter.

* * *

 **Yet another action chapter. Now that all the main characters know his secret, I can actually use a lot of the suggestions I've gotten. The music was the Puma theme from RvB. If you have any suggestions, then let me know. Thanks for reading!**


	20. 19 Pancakes and Power Outages

**Chapter Nineteen: Pancakes and Power Outages**

* * *

"Wake up!" Nora cried out.

"What the hell!" Phoenix yelled as he fell off his bed. "Nora! What are you doing in his room!" he demanded to know. "And for that matter, how did you get into my room?" His second question was answered when he saw his door, or rather what was left of it, lying on the floor.

"I wanted to make sure we had enough time to make pancakes so I got you up," she responded as though nothing out of the ordinary was happening.

"Let me get this straight. You broke down my door and woke me up at, what time is it, 8:00 in the morning to make pancakes?"

"Yep."

Knowing Nora wouldn't take no for an answer, he gave a defeated sigh and said, "Just give me a moment to get dressed."

* * *

"So why are you coming to me for this? Isn't Ren your chef?" Phoenix asked as they walked to the kitchen.

"Usually, but he can't control fire," Nora answered.

"So that's what this is about," he thought.

"We're here!" Nora cheered as they reached the door.

"Alright, so what do you want me to do?" he asked, unsure about if she wanted him for anything else.

"You can put in the flower and powder. I'll handle the sugar."

"Okay," Phoenix replied hesitantly, nervous about letting Nora handle sugar. His fears were justified. Nora ate half the bag, another quarter of it spilling all over the room. The last quarter went into the bowl.

"Uhh… Nora, the recipe say just one tablespoon of sugar. I think that's a table. And you just said to put in flour and baking powder. The recipe says we should also add salt," Phoenix pointed out, gesturing to the recipe Nora had given him after he wiped excess sugar off his glasses.

"Well, I don't like salt. It's too salty. So I decided to replace it with sugar. As for the rest I figured why not."

"Wonderful. So now it says we need to make a 'well' in the center and poor in one and 1/4 cups of milk, an egg, and three tablespoons of melted butter."

"Alright I'll get the eggs and milk, you heat up the butter," Nora ordered as she ran over to the fridge, throwing out its contents in her search for milk and eggs. Phoenix, on the other hand, calmly proceeded to put three tablespoons of butter on a pan and pull out his lighter. In an attempt to add some dramatic flair, he created a small dragon and had it breath fire on the butter to melt it.

"Alright Nora, butter is melted. How's your search going?"

"Got everything. Now let's crack an egg!" she yelled enthusiastically, slamming an egg against the bowl, shattering it completely.

"How about you let me do that. You handle the milk."

"Fine," she replied dejectedly, upset she couldn't smash anything else. As Phoenix cracked the egg, Nora poured milk into the bowl.

"Did you even measure that?"

"Nope."

"Whatever. The recipe says the final step is to stir until it mixes together."

"Got it!" Nora said as she grabbed a wooden spoon and began stirring so fast her arm became a blur. Contents of the bowl went flying out occasionally, making even more of a mess.

"Alright Nora, that's enough," he said, having to wipe off his glasses yet again.

"Now I'll just oil and heat this and we can get to heating the batter," Phoenix explained as he pulled out a frying pan.

"That's for making small pancakes. I want a big one," Nora stated as she pulled out a comically oversized frying pan from out of nowhere.

"Wha-? How? Why?" Phoenix stammered before remembering that this was Nora.

* * *

"And done!" Nora declared, flipping the pancake onto a plate too small for it. "Now for the serape." With that she proceeded to give the counters a similar treatment to the one she gave the fridge. When she finally found it she poured the whole bottle onto the pancake.

"You want some? It tastes great!" she asked Phoenix, though he could barely tell since her mouth was full.

"No thanks. I think I'll be going now," he said as he backed out the door, not wanting to be in the same cleanup situation he was back at the party. The last thing he saw before closing the door was her waving with one hand, stuffing her face with the other. Just as he started walking away, he bumped into the janitor, who he could only assume was there to clean the kitchen. He quickly apologized before running back to his room for a change of clothes, seeing as his current outfit was covered in various different cooking materials. The janitor saw this as well, and he saw where Phoenix came from. As Phoenix ran, he could hear an enraged yell come from the kitchen.

At about 9:30 that night, the power went out. Phoenix was about to win an online game, but the power outage prevented him from dealing the killing blow. "Oh come on!" he yelled, throwing his hands up into the air in frustration. He decided to go to bed since there wasn't anything else to do, but just as he lay down he heard a knock on what was left of his door.

"What happened to your door?" Yang asked. She was with the rest of her team along with team JNPR.

"Nora. Now my turn for a question. What're you doing here?"

"Well, Blake had some candles, but nothing to light them with, so we thought you could… you know. We also invited JNPR since they didn't have anything," Ruby explained.

"First I'm used as a cooking utensil, now a lighter. What's next?" Yang opened her mouth to say something before Phoenix said, "Rhetorical question."

* * *

After they got the candles set up, it quickly became clear they had no idea what to do.

"I'm bored," Nora declared, stating what they were all thinking.

"I've got an idea," Weiss stated. "How about we just go back to our rooms and get some sleep."

The response was a collective "Naaaa," from everyone but Phoenix, Weiss, and Ren. As he stared at one of the flames on the candle he got an idea. He pulled out his lighter, flicking it open and creating two constructs, a knight and a dragon. The two engaged in combat, catching the attention of everyone. For the rest of the night he kept them entertained, with content ranging from sword fights to interact moving patterns. One by one, they fell asleep. When they had all gone to sleep. He blew out the candles using his semblance and got in bed, forgetting that Ruby had fallen asleep on it. He fell asleep before he noticed, although Yang was sure to point it out to them in the morning.

* * *

"What the hell!" Phoenix exclaimed as Yang woke him up with her laughing. "Why are you-?" His question was answered as he sat up, waking up Ruby who was lying next to him.

"Gaaaahh!" he screamed as he fell out of his bed, turning a deep crimson. "Two days in a row I've been woken up like this," he thought as he recovered from the fall. His scream woke Ruby up, and when she realized where she was she ended up in a similar state.

"See! You two are the perfect couple!" Yang declared in between fits of laughter.

"What! No, it's not like-" Phoenix stammered before realizing his efforts were futile. After this realization, he simply got up off the ground to brush his teeth.

* * *

 **The first part of this chapter was a request from Merra. Hope you like how I did. And yes, the janitor was the old man who has every job in Remnant. As always, thanks for reading!**


	21. 20 Day Out

**Chapter Twenty: Day Out**

* * *

"About damn time," Phoenix thought as he checked his email while the new door was installed. "Wonder if anyone else wants to go out…" he thought, sending a message to teams RWBY and JNPR. One by one they all declined. Reasons ranged from studying to training to simply having other plans. The only person who accepted was Ruby.

* * *

"So why are we going to the city?" Ruby asked as she and Phoenix walked to an airship.

"They finally finished repairs for a few of my favorite places. Figured I could invite some people to come with me. Don't worry, we'll do stuff you want to do as well," Phoenix explained.

"Sounds like fun," she said as they boarded.

"Jenkins, take us to the city. Standard landing, and don't fly like you usually do. There's no rush and I barely tolerate it."

"Who's your girlfriend?" Jenkins asked with a grin.

"What? No! It's not like that we're just friends!" they both stammered. At the same time Phoenix couldn't help but be a little disappointed that it wasn't like that. He quickly pushed those thoughts out of his head and returned to the situation at hand. Ruby was dragging him to their seats while Jenkins was laughing hysterically.

"How do you know him?" Ruby asked, slightly annoyed at the man.

"He's the pilot for my 'job'," he explained to her.

* * *

"Thanks for the ride!" Phoenix called out to Jenkins as the pilot flew away. "So where to first? You let me drag you here so you should have the first choice."

"Well, I need some new dust cartridges for Crescent Rose, so maybe we could go pick some up," Ruby replied.

"Lead the way."

* * *

When they entered the shop, "Dust Till Dawn", The owner, who looked suspiciously like the janitor, cheerfully greeted Ruby. Phoenix was about to ask how they knew each other before he remembered the fight that got Ruby into Beacon. "Guess Torchwick did some good," he thought as he looked over their selection. "Hey Ruby, I was wondering what caliber Crescent Rose is?" Phoenix asked.

".50. Why?" she responded, curious why he was asking now of all times.

"No reason," he replied as he walked away.

* * *

"Alright, I think I've got everything. You buying anything Phoenix?" Ruby inquired after purchasing what she wanted.

"Yep," he replied, struggling to hold a couple large crates of Dust. He heaved them on the counter and breathed a sigh of relief. The shopkeeper gave him a dumbfounded look as he began the checkout.

"What did you buy?" Ruby exclaimed when she saw the crates.

"I'll tell you when we get out. Oh, and don't forget the magazines," Phoenix said as he pointed to the two copies of "Weapons Monthly". The man, still too stunned to say anything, checked out those as well, putting them in a bag.

"That'll be three hundred lien," the shopkeeper said when he regained his voice. Ruby's jaw dropped.

"No problem," Phoenix replied as he handed the man a card. Upon hearing this Ruby's jaw practically hit the floor.

"Sorry to trouble you, but do you think you can hold onto these for a bit. We're going a few other places and it'll be a bit hard lugging these around," he explained. "Don't worry, we'll be back before you close." The man simply nodded in agreement as they walked out of the shop.

* * *

"What did you buy? And how did you pay for it?" Ruby exclaimed once they were out.

"Oz gave me an account to help me pay for supplies and any collateral damage I may cause doing my job," Phoenix explained like it was no big deal.

"Won't people get suspicious if you buy a large crate like that?"

"Maybe, but I also bought a box of .50 caliber Dust rounds, so they'll think it's just another mass purchase." When she heard him mention .50 cal rounds her eyes widened.

"You did?"

"Yeah, but I'm not sure what I'll use them for. If only I knew someone who had a weapon that used them," he answered with a grin.

"Thankyouthankyouthankyou!" Ruby squealed as she hugged him.

"Calm down. We're attracting attention," he replied, blushing slightly. After she complied he said, "Now it's my turn to decide where we go."

* * *

"Wow, they actually improved the place," Phoenix said as he walked into the game store with Ruby.

"Wow…" was all Ruby could say as she looked around. Her attention was immediately drawn to something in the far right corner. A superhero version of the fighting game he and Yang had played at his party hooked up to a TV. There were two controllers with headphones attached to them as well.

When Phoenix saw it he asked, "Want to play?" The question was pointless seeing as she had already run over to the controllers.

The two of them spent about an hour playing. Phoenix was using a character who relied on gadgets and close combat while Ruby was using a character who had super speed. They were tied for wins, and decided to have one more round to decide the winner. Just as they were about to start it they were both turned around by someone. The new arrival made a gesture for them to take the headphones off. "I said put your hands in the air! Now!" he ordered as he pointed a gun at them.

"Are you robbing us?" Ruby asked.

"Yes!"

"Try not to damage any merchandise," Phoenix said looking at Ruby. She nodded in agreement before kicking the man through the window, attracting the attention of the other two thugs who were robbing the store. The hunters in training pursued the first thug through the window to bait the others out of the shop. While they tried to climb through the window the first criminal tried to get up. A quick blow to the head from Phoenix's staff prevented that. When the two thugs finally got through the window they drew their weapons. One had a sword while the other had a pistol.

"One each," Phoenix said to Ruby.

"One each," she agreed.

After the thugs were defeated Phoenix quickly went inside the shop. When he came out he was holding a copy of the game they'd been playing. "We never finished our match so I got this. Also gave him a check that should cover the repairs. Part of the account is for collateral remember," he explained to Ruby. Before they could continue their conversation a familiar face walked out from a nearby store.

"Why is it this crap only happens to me?" Detective Grant groaned when he saw the mess in front of him.

* * *

"I can't believe we're doing this again," Glynda said with an exasperated tone. Across from her were Ruby and Phoenix. They were in the same room as Ruby was when she got invited to Beacon.

"They pointed guns at us. What were we supposed to do?" Phoenix responded.

"As long as you aren't some sort of vigilante we won't have a problem," Grant stated. Phoenix tensed slightly at this. Grant narrowed his eyes. "Now just tell us what happened."

* * *

"'Just tell us what happened' my ass. We were in there for hours," Phoenix groaned as they left the police station "Sorry about that. I should've known he'd notice me tense up like that." When he said this Ruby gave him a confused look. "His semblance is controlled sensory enhancement. If he wants to, he can greatly improve things like sight or hearing. Useful when he's interrogating someone; not useful when a flash bang goes off in his face." He chuckled at the memory of some of Grant's reactions to sensory overload. "Anyway, I don't know about you but I'm starved. You want to get something to eat," he asked. Just as he finished, Ruby's stomach began to growl. "I'll take that as a yes."

* * *

"And what would you like sir?" the waitress asked.

"Four sides of fries and a lemonade," Phoenix answered. His order caused her to give him a strange look and Ruby to start laughing.

"What's so funny?" he asked her with fake annoyance as the waitress walked away.

"Who orders just fries?" she responded.

"This coming from the girl who ordered cookies and a strawberry milkshake," Phoenix countered. They spent the next couple hours talking. Ruby telling Phoenix about her antics with team RWBY, and Phoenix telling her about his work as The Flaming Shadow in third person, particularly his history with Detective Grant and the many times he'd gotten both into and out of trouble because of Grant's semblance. When they weren't doing that they were just joking around. Phoenix seemed to astound her when he asked for more after eaten four plates of fries. Eventually they were forced to leave because of how late it was getting.

* * *

"You know, this was fun," Ruby said. She and Phoenix were sitting on a bench near the landing pad they were meeting with Jenkins at.

"Agreed. We should do this again sometime. Not the whole people trying to rob us part, but the other part," Phoenix replied, still tired from carrying the dust crates all the way to the landing pad. Before they could continue they heard an engine roaring above them.

* * *

"Hey Ruby," Phoenix said as he closed the magazine he'd been reading to keep himself distracted during the flight. "There's been something I've been meaning to tell you for a while, I just haven't known how or when to say it. Honestly I'm still not, but hey, can't wait forever," he said with a nervous laugh. "Alright, enough stalling. Ruby, I love you." He looked over at her to see her reaction, only to see she was asleep. He sighed, shaking his head.

* * *

When Phoenix knocked on team RWBY's door Yang flung it open almost immediately. "So how was my baby sister's first da-!" she asked, stopping when she saw that Phoenix was carrying a sleeping Ruby. Once he put Ruby in her bed he told Yang,

"I'll be back in a few minutes. I wasn't able to carry Ruby's stuff because… well you know," blushing slightly as he said the last part.

When Yang saw the Dust crate with her jaw dropped. "How did she-?" she stammered.

"I payed for the crate. Ruby got this," Phoenix replied as held up a bag with a couple mags for Crescent Rose.

"Wow. Remind me to take you out on a date sometime," Yang joked.

"For the last time it's not like that," he declared in a cross between yelling and whispering. "Unfortunately," he added in his head.

"Well, night," Yang said to him as she closed the door.

As Phoenix walked back to his room with the crate two things were going through his head. The first being, "I wonder if Ruby heard anything I said, and if she feels the same," the second being, "Shit this crate is heavy."

* * *

 **First chapter to focus on the two of them in a while. Sorry for the large amount of breaks, but there were a lot of scene changes. On the off chance you couldn't guess, they were playing Injustice 2 as Batman and Flash. If you have any ideas let me know, and thanks for reading!**


	22. 21 Forever Falling

**Chapter Twenty-One: Forever Falling**

* * *

"So what you're saying is you want me to go on a rescue mission for Grimm?" Phoenix asked Ozpin.

"Not exactly. I simply want you to find out what White Fang are planning on using the Grimm for and place a beacon so Ironwood's men can clear the area," the professor replied. He had been getting reports The White Fang were capturing Grimm in Forever Fall and asked Phoenix to check it out.

"Got any other info?" Ozpin shook his head.

"Wonderful," Phoenix groaned as he walked to the elevator.

"Phoenix, be careful."

"This me we're talking about here," he replied as the elevator door closed.

"That's what I'm worried about."

* * *

"So, got any dates planned for today boss?" Jenkins asked Phoenix as he got on the ship.

"I already told you it's not like that."

"That's not what the security footage shows," the pilot replied.

"What! You have cameras?" Phoenix exclaimed as he turned a bright red.

"Yep. That, and this ship really isn't that big"

"Oh God. Please don't tell anyone," he begged.

"Okay okay, calm down kid." Desperate to change the topic, Phoenix gave Jenkins a briefing of the mission. "If this is such a dangerous missions then where's your gear?" the pilot asked.

"Wouldn't do for me to walk around Beacon in the middle of the day dressed like that. Already sent it to the edge of the forest. Here're the coordinates," Phoenix explained as he showed Jenkins his scroll.

* * *

"Well well well, what do we have here?" Phoenix thought as he looked at the White Fang camp in a clearing from his vantage point in the trees. Both their tents and the crates where the Grimm were presumably being kept had the White Fang's logo on them. "They're not exactly trying to be subtle. Now to find out what they're planning. If this were some crappie story someone would conveniently talk about what they were doing while I was listening." With that, an Ursa with a collar around its neck and a few White Fang holding rods connected to it entered the clearing.

"Careful with that damn thing! We need to keep it alive until the Vinal Festival!" a man dressed in black and holding a katana who seemed to be the one in charge ordered.

"Well that was convenient."

While most of the Fang were distracted with trying to get the Grimm in a crate, Phoenix snuck into the largest tent, most likely the leader's, to plant the beacon and see if he could find out anything else about what they were planning. He was, however, only able to achieve the first of those two objectives before being shot through the tent.

"Who are you and what are you doing here human scum?" the person in black who was giving orders barked as White Fang forces began to surround him after they heard the shot.

"I could ask you the same question. Minus the human scum part," Phoenix replied. The forces surrounding him readied their weapons before the commander stopped them before they opened fire.

"It's been too long since I've been able to kill some filthy humans myself."

"I'll have you know I bathe regularly," Phoenix retorted, actually earning some snickers from a few of the thugs, though they quickly stopped.

"I am Adam Taurus, member of the White Fang and the last thing you'll ever see," he said as he placed his hand on his sword's hilt and walked toward Phoenix.

Phoenix drew his swords as well, but the second he did, Adam charged. Phoenix barely blocked his strike. After a few seconds of them clashing, Phoenix decided to end it. He delivered a kick to the man's chest and used the hooks to disarm him, sending his sword into the air. Adam, however, expected this and transformed his sheath into a gun, knocking Phoenix back. He then held up the sheath, which the sword fell into perfectly. Phoenix switched his swords to rifle mode and opened fire, only for all his shots to be blocked by the sword, which seemed to be absorbing their power somehow. Adam returned it to its sheath again.

"Interesting…" Phoenix thought, "His style seems to rely on quickly drawing his katana. If I can time it right, I might be able to land a hit without him having time to defend."

As the fight continued Phoenix found it more and more difficult to hold Adam off. He did have one advantage though. He'd been keeping track of how Adam drew his sword and how quickly he could draw it with the aid of his mask. The opportunity Phoenix had been looking for finally appeared. He fired multiple flame Dust rounds at Adam. The entire area around him burst into flames.

These flames quickly dissipated though. They appeared to be absorbed by Adam's katakana which was now glowing. Despite only being lit for a matter of seconds the fire had clearly done at least some damage. The clothes where the rounds had hit were badly burned, and the rest of his outfit was singed. This pushed Adam over the edge. He launched his sword from his sheath. Phoenix dodged it at the last second, and it embedded itself in the ground behind him. He dodged again, this time avoiding the katana's owner; Adam lunged at him while firing his sheath gun. Phoenix avoiding this attack let Adam retrieve his blade and attack him from behind. He wasn't able to react fast enough to defend himself. "GAAAHHH!" he screamed as a katana went through him. It was quickly pulled out and followed by a strike to the back. As Phoenix fell to the ground he took out his lighter. This effort proved futile when his hand, as well as the lighter, were stabbed. He was kicked so he was facing upward, and could feel ribs breaking. When he looked up he saw Adam looking down at him smiling. When he saw Phoenix try to move he stabbed his katana into his shoulder. He began to walk around Phoenix, taunting him and asking if he truly thought he could defeat him.

"So tell me boy, who sent you here?"

"Piss off!" Upon hearing that Adam returned to his katana and twisted it in Phoenix's shoulder.

"Gaaahhh!"

"It matters little. You failed your mission. Tell me how that feels, knowing that you couldn't destroy us."

"Who said that was my job?" he replied, struggling to remain conscious. Just as he said that a large shadow loomed overhead.

"We're outmatched! Run!" one of the White Fang yelled when he saw the Atlesian battlesh

Adam pulled his katakana out of Phoenix and prepared to deal the killing blow. "I wish I could draw this out longer, but-" he was cut off by music blasting in the distance. "What the hell is that music?" Phoenix, even in his current state, couldn't help but grin when he recognized the tune and what it meant. "No matter. It's time for you to-" He was cut off again, this time by a hail of bullets and a familiar battle cry.

"LEEEEEEERRRRROOOOOYYYYYY JEEEENNNNNKKKKIIIIIINNNNNNSSSSS!" Realizing that he couldn't fight everyone, Adam retreated into the forest. The last thing Phoenix saw before losing consciousness was an airship descending by him.

* * *

 **Wow, that was intense. I figured since Adam's katana (I know it has a name I just don't remember and am too lazy to look it up) could absorb a giant laser it could absorb fire. Return of the RvB Puma theme! Anyway, thanks for reading!**


	23. 22 Recovery

**Chapter Twenty-Two: Recovery**

* * *

"That was some cra-Gaahh!" Phoenix yelled as he tried getting out of the bed he was in. When he tried to move he felt excruciating pain in his torso. "Holy shit, it wasn't a dream," he muttered as he looked around and saw he was lying in hospital. At least that's what he guessed, seeing as his vision was blurry. "But that means-"

"Hello Phoenix. Good to see you're awake. I was worried," Ozpin said as he walked into the room, a relieved tone in his voice.

"Please tell me my identity is still secret," Phoenix said, a panicked tone in his voice.

"That's the first thing you say? Don't worry, the only people who've found out are some members of the medical staff. They should keep quiet," the professor replied.

"Wonderful," Phoenix responded sarcastically. "How long have I been out?"

"Four days."

"And the good news just keeps getting better. Did Jenkins grab my gear?"

"Jenkins? Oh, yes, the pilot. Don't worry, your gear is in your room. You're lucky he came when he did. If he hadn't, as he put it, 'gotten bored and wanted to go see what you were up to,' you may not have made it."

"Huh, I'll have to remember to thank him for that. Any idea where I can find a 'Thank you for saving me from a sociopath terrorist' card?"

"I'm afraid not," Ozpin answered with a grin.

"Blast. One more question. Can I have my glasses? I can hardly see a thing."

* * *

"You're okay! The doctors said you might not wake up! I was so worried!" Ruby exclaimed when she saw Phoenix, running over to him and embracing him.

"Gah! Ruby, I appreciate the enthusiasm, but I've got a few broken ribs so…"

"Oh, right. Sorry," she said, quickly releasing him and turning slightly red.

"Hate to break you two lovebirds up, but what the hell did this you Phoenix?" Yang asked, as Ruby glared at her. Phoenix had just given up on trying to convince Yang otherwise about their relationship.

"I got into a fight with White Fang prick named Adam." Blake's reaction to the name made it clear it was someone from her past, something he pressed her on.

"Adam was… my partner back when I was in the White Fang. If you fought him you're lucky you survived."

"I'm well aware. I was barely able to keep up with him," Phoenix replied.

"Still, surviving a fight with him is impressive."

"I can't believe you got half of Atlas to come on a rescue mission for you. How'd Ironwood even know where to go?" Weiss asked.

"How'd you know about Atlas coming?"

"We were only told the basics," Pyrrha explained.

"Well Atlas wasn't there to rescue me. Actually…" Phoenix explained everything that happened.

* * *

"Wait, you actually got some of the White Fang to laugh at your joke? That's freaking awesome!" Yang exclaimed after he finished his story.

"Ooh! Ooh! Ren, now that he's finished with his story can I give him the gift?" Nora squealed, jumping up and down while holding a small wrapped package. Ren simply nodded in agreement. When he opened the package Phoenix couldn't help but laugh, though he quickly stopped due to the pain. Inside the package there was a small box with "Hug a Sloth" written on it and a stuffed sloth sticking out of it.

"It's a little friend for you while you get better. They had a ton of different things but…" Nora explained, going into one of her long winded rants. Everyone else just ignored her and continued their conversation.

"When she's done tell her I say thanks."

The next week were a blur, consisting of talking with visitors, looking over some of the get well soon cards he'd gotten over the four days he was out, the occasional bandage change, and doing some exercises given to him by a physical therapist. The highlight of the week was when Ruby brought him some food. "Finally! Decent food!" He cheered when Ruby handed him a fast food bag. He checked the contents and grinned. "Ruby, you're awesome."

"I just got you a bag of fries."

* * *

"'Bout damn time I got out of this bed!" Phoenix declared when he finally got permission to leave.

"Now there are some things you need to know. You're going to want to-" the nurse who had just informed him of the news tried to say.

"Look, I know you're just doing your job, but I've received every injury I have right now at some point or another before this. Maybe not all at the same time, but that's beside the point. I know how to handle injuries, so I'll be going now. Oh, and thanks for the whole keep me from dying thing," Phoenix said as he got together his stuff.

"We need you to fill out some forms first," the nurse said, grabbing onto his arm as he left.

"You've got to be bloody kidding me!"

"Don't worry, it won't take very long."

* * *

"Seriously! It was worse than the bloody police station," Phoenix ranted as he and Ruby walked back to his room. He'd met up with her when he finally left the hospital, seeing as she'd been coming to visit him. She couldn't help but laugh at the way he seemed so enraged about this.

"I don't see why it's such a big deal," she said, but he seemed too caught up in his rant to notice.

"You're starting to sound like Nora." That immediately caught his attention.

"Really?"

"Yep."

"I blame the sloth," he said ha he held up the tiny stuffed sloth Nora gave him. This caused them to both start laughing, Phoenix quickly stopping due to the fact that his ribs hurt.

"Gaahh! Well, we're here," he said as they reached his room.

"Uh… bye I guess," Ruby said as she walked off, sounding slightly dejected. "Hey, if I remember correctly we never got to play that tiebreaker round. Want to try your luck against me?"

"I'm not sure how I feel about beating someone who just got out of the hospital," she answered, clearly trying to get a reaction from him, which worked.

"You think I lost my edge? It's on now! You are battling me whether you like it or not!"

* * *

"Paying the pizza guy extra to come to Beacon was so worth it," Phoenix declared after taking another bite of the pizza he and Ruby ordered. They were sitting on his bed watching fantasy movies. "I still can't believe you got him to come," he continued.

"That sword that guy just drew looks a lot like the one on your wall," Ruby pointed out as the knight in the movie drew his weapon.

"That's because it's an exact replica. It's not sharp or anything, but it's still pretty cool. I've got some other weapons from this series as well."

"Just how durable are they?" Ruby asked, looking like she was planning something.

"About as durable as most of our weapons. Why?"

"No reason."

A few hours later they had finished watching the series. "That. Was. Amazing!" Ruby exclaimed after the credits were done.

"I know!" Phoenix responded, excited that he had gotten his favorite movies a new fan. The two of them spent the next hour talking about the movie. Topics included favorite scenes, favorite characters, and theories about it. Most of their favorites were the same, but they were split when it came to the best weapon.

"All I'm saying is that the elven daggers could cut you to pieces before you could counter," Ruby pointed out.

"However, you'd have to get past the shield first," Phoenix retorted.

"There's only one true way to settle this!" Ruby declared before grabbing the replicas of the weapons in question off the wall.

"You planned this from the start didn't you?"

"Yep"

* * *

"In hindsight, getting into a sword fight just after being released from the hospital probably wasn't a good idea," Phoenix groaned, holding his shoulder, which was still extremely sore. "And for the record this doesn't mean the daggers are better. You were fighting an injured opponent. Not that it stopped me from beating you in that game."

"I am so sorry! I forgot you were still recovering and I-" Ruby apologized, cut off by Phoenix.

"It's fine. Besides, it was still pretty fun while it lasted." Before they could continue, someone knocked on the door. When Phoenix opened it he saw an annoyed looking Weiss.

"So this is where you've been you dunce!" she yelled at Ruby. "Do you have any idea what time it is?"

"Uhh… 7:30?" Phoenix guessed.

"11:30! You two both need to get some sleep!"

"But-" Ruby tried to say.

"No buts. Now!" Weiss ordered as she dragged Ruby out of the room.

"Bye Ruby. See you tomorrow!" Phoenix called after her.

"Okay! Thanks for inviting me!" she replied, still being dragged by Weiss.

* * *

 **Couple things I figured needed explanation. First of all, I figured since Aura could heal minor wounds almost instantly, recovery time for larger wounds, say, from being stabbed, would be much faster. Not Wolverine level fast or, fast enough to keep you alive after suffering a fatal wound, but still much faster than the average human. As for the French fry thing, I figured I'd give Phoenix a similar taste in food to me. Also, I'm kinda getting low on ideas for what to do pre festival. Considering the fact that everything happens over a few days I probably won't be able to fit any ideas in there. If you have any, now's the time to share them. Anyway, thanks for reading.**


	24. 23 Training

**Chapter Twenty-Three: Training**

* * *

"Alright, so who's up first?" Phoenix asked teams RWBY and JNPR. They were planning on doing some last minute training for the torment.

"Are you sure this is a good idea? Have you even fully recovered?" Pyrrha inquired.

"Looks like we have our first volunteer!" Phoenix declared.

"But I-"

"You want to know if I'm fully recovered. Let's find out."

"But why are you using those you dunce? What if someone sees you?" Weiss asked pointing at Phoenix, who was wearing his vigilante gear.

"Don't worry, I already discussed this with Goodwitch. She'll keep people away while we train. Besides, I need training too. If I go up against that prick Adam again I need to be ready, and I'm not going to be fighting with my staff." This seemed to satisfy her, though she still looked annoyed with him.

"Alright, I'll do it. But don't expect me to hold back," Pyrrha said as she stepped into the ring.

"I wouldn't have it any other way."

* * *

"Pyrrha has polarity, putting me at a disadvantage," Phoenix thought as the timer counted down from twenty, planning a way to beat her. "My best bet is to catch her by surprise so she won't have time to control me. I could use smoke bombs or fire to pull that off. First I'll wear her down with the shotgun. Even if she tries to throw off my aim it'll still have a decent effect. It's settled. I start with the shotgun, use smoke to catch her off guard, and finish her off with fire."

"One… Zero!" the timer finished, signaling the start of the fight.

* * *

"Looks like it's a draw," Phoenix declared, out of breath.

"It would appear so," Pyrrha replied, in a similar situation to him. Phoenix's plan played out perfectly up until it came to the fire. He'd forgotten to take into account the fact that she'd be able to block his blasts with her shield without it becoming too hot to hold. It went downhill from there.

The others trained while Phoenix and Pyrrha rested.

"I think I'm ready for another fight. Who's next?"

"Ooh! Ooh! Me next! Me next! Peeeeeeaaaasssseee!" Nora begged, jumping up and down.

"You're on."

* * *

"Nora focuses entirely on offense, but she can take a hell of a beating. Tiring her out isn't an option either since she has almost unlimited energy. My best bet is to use her aggressive nature against her, baiting her into a position where I can land a few blows. If she tries to fire grenades at me I'll shoot them out of the air. If they explode close enough to her to do some damage, all the better. If she figures out my strategy of baiting her, I'll use smoke to keep her from seeing me coming."

* * *

"Noooooooo!" Nora cried out as she lost.

 **(I'm too lazy to come up with a lot of different ways I can say that there a few fights in between the fights Phoenix is in without it getting repetitive, so just imagine that there's some sort of mention of that after each fight)**

"Ren, you're up," Phoenix commanded

* * *

"Ren relies on his speed in a fight, landing as many blows as he can before falling back. The individual strikes don't do much damage, but enough of them could prove dangerous. The same can be said for his guns. I'll use some mines to restrict his movement and keep him where I want him. He is usually fast enough to dodge attacks rather than defend against them, but my mask's tracking combined with the restricted movement should allow me to hit him. A few good strikes should bring him down."

* * *

"How did you know where I'd be?" Ren asked as Phoenix help him up off the ground.

"I have my ways," Phoenix answered. Alright, I may as well finish up with team JNPR. That means it's your turn Jaune."

* * *

"Since he's trained by Pyrrha, Jaune will have a similar fighting style to her's, the only differences being lack of polarity and far fewer acrobatic moves. Odds are he'll start out on the offensive, but once he realizes that won't work he'll switch to defense, waiting for me to tire myself out. I can use the hooks to pull the shield out of the way and land a kick. Once he's on the ground, I'll fire a Dust round to freeze his hands to it, winning me the fight."

* * *

"Now that you've won, can you please unfreeze my hands? I can't feel them anymore," Jaune said.

"Sure," Phoenix replied as he pulled out his lighter, using the flame to melt the ice. "So, who's my first volunteer from team RWBY?" Yang immediately stepped forward.

"Yang's semblance lets her absorb damage from my hits and deal it back at me. I'll need to take her out quickly before she can use it. If I get her angry she'll lose focus and become more reckless. If I take advantage of this, I should be able to bring her down."

* * *

"You beat me…" Yang said, stunned by what just happened.

"Your turn Blake."

"Blake has a fighting strategy similar to Ren's and a semblance that helps it. If I get up close to her she'll use it to fall back, most likely using the whip pistol. When she fires it at me I'll catch it with my hooks and disarm her. I'll pull her up close using my grapnel gun, and create a fire around us to keep her from escaping."

* * *

"I can see how you could hold your own against Adam," Blake commented as she got up.

"Weiss, you're up."

"My semblance already puts Weiss at a disadvantage since she won't be able to use any fire. Is she tries to use ice I'll melt it. That leaves her glyphs, her rapier, and whatever other types of Dust she has, if any. She'll probably start by charging me. I'm not very good at blocking stabs, so I'll dodge out of the way, slashing her in the back while she charges forward. Then I'll use my grapnel gun to pull her back towards me and land a few more strikes before I blast her back with my shotgun. I'll start firing at her with my rifles, even though she'll block them with a glyph. I'll move forward, continuing fire. Speaking of fire , I'll use a fire round and when it explodes I'll have the fire go around the glyph and hit her in the back. Once she's down I'll freeze her so she stays down."

"How did you-? How could you-?" Weiss stammered, shocked by her defeat.

"Like I said to Ren, I have my ways. Now, for the final challenger, last but certainly not least, Ruby."

* * *

"Ruby knows not to activate the flame function on Crescent Rose. She's still quite capable without it though. My best bet is to use a similar strategy to the one I used during our last fight."

"One… Zero!"

* * *

"Game over," Phoenix said with a grin.

"Look behind you," Ruby replied, also grinning. When he did he saw that the scythe's blade was at his back, read to cut him in half.

"So it's a draw then?" Phoenix asked as they lowered their weapon.

"Yep," Ruby replied.

"Soooooo, as celebration for the Vinal Festival tomorrow, I say we get some food. Who's with me?" Silence. "I'm paying." He got his answer in the form of cheers from everyone.

* * *

 **One of the main goals of this chapter was to show a bit more of Phoenix's tactical thinking. The fights in this chapter play out like he predicted, so I didn't see the purpose of writing them. When it came to Ruby I figured I'd do it just to keep the trend going. Yes, I did use the same dialogue from chapter nine in part of this. If you can figure out where it is, you get a cookie. Thanks for reading!**


	25. 24 Night Out

**Chapter Twenty-Four: Night Out**

* * *

"There we were, about to conclude the clash of legends, when suddenly, thieves entered-"

"Food!" everyone else cheered as the waiter, or rather waiters, arrived with their food, preventing Phoenix from finishing the story about how he and Ruby stopped a robbery on their day out.

"Oh come on guys! Seriously! I'm telling an awesome story, but you're distracted by-"

"Your… fries sir," a waiter said as he handed Phoenix the large plate.

"On second thought, the story can wait." While he was eating he looked over at what everyone else had gotten. Ruby, like him, had gotten the same order she had the last time they were there. Nora had gotten pancakes, surprising no one, while Ren had gotten a salad. Yang, Jaune, and Pyrrha had just gotten burgers, and Weiss had gotten some meal that looked like it cost a fortune, causing him to regret his offer to pay. Blake had gotten fish, surprising everyone about as much as Nora's order did. After the initial feeding frenzy Phoenix finished telling his story.

"The way you say it makes it sound like a poorly written fanfic," Weiss criticized.

"Oh come on!" They talked for the next hour before Phoenix came up with a new idea. "The opened up a new arcade a few days ago. Want to check it out? Before you ask, yes, I'm paying." This was followed by cheers. They were, however interrupted by the waiter.

"I trust you'll be paying before you leave."

"Sure. Let me see the bill. What the hell! Damn it Weiss!"

* * *

"So, I'm thinking five hundred tokens each. Sound good?" Phoenix asked. He had to wait a moment to get a response since everyone was surveying the area, which had almost every game they could imagine. Once they came back to reality they agreed, and he handed them the tokens. They proceeded to go their separate ways to play different games.

* * *

"Hey! Ruby!" Phoenix called out when he saw Ruby walk by in the distance.

"What?" she called back.

"Is that a what did you say what, or a what is it what?"

"Uh… The second one!"

"Just come over here. I'm tired of shouting!"

"Okay!" When she reached him she asked, "Why'd you call me over?"

"Well, this game is two player, so I figured we could play it together," he explained as he gestured toward the game, "Generic Arcade Shooter". "Sounds like a completely new game that is nothing like any other game before it," he added sarcastically, "But hey, could still be fun."

"I'm in." They both put in their tokens and started the game.

"In a world where-" the intro started to say.

"Skip," both Ruby and Phoenix said as they skipped the cutscene.

"Gaaa! What the bloody hell is that?" Phoenix exclaimed as some sort of monster lunged at them out of nowhere.

"Who cares? Kill it!" Ruby replied.

"Blast! There's more of them."

"I've got this."

"Why are there random explosive barrels in an office? On second thought, I don't care as long as they- Oh God that thing is huge!"

"I'm reloading. Cover me."

"Got it. Is that thing throwing desks at us? Never mind. Don't care."

"I got it!" Ruby cheered as she defeated the giant monster. The relief of beating it was short lived as the words "Wave Two" appeared on the screen and two more the creatures broke through the window.

"Wonderful," Phoenix groaned. The two of them were able to hold out for six more rounds before they got killed by the teleporting enemies.

"That was so unfair!" Ruby complained as they walked away. Her annoyance suddenly disappeared when she saw a claw machine. "Ooh! Ooh! That I want that one!" she squealed, pointing at a giant stuffed dog. After about five tries she had barely gotten it to move. "Nooooo! This is impossible," she declared, defeated.

"Let me try," Phoenix offered.

"Don't waste your time. It's rigged."

"Come on. Just one try."

"Okay."

One try later Ruby was clutching the stuffed dog like her life depended on it. "Thank you! How did you do that."

"What can I say? These gasses have their perks. Calculating the perfect way to pick up a stuffed animal in a claw machine is one of them I guess."

"Sorry to interrupt you two lovebirds, but there's something I want you to try," Yang said as she appeared out of nowhere and dragged them off.

"You want us to do what?" both Phoenix and Ruby shouted at Yang.

"Simple. I want you to try this," she answered smugly, pointing at a love tester machine.

"I've told you we're just friends!" Ruby stated as she turned a light red, causing Phoenix to feel disappointed.

"We'll see about that. I won't stop pestering you until you try it."

"Fine…" Phoenix groaned as he and Ruby walked over to the machine.

"But I will get you back for this." He inserted a token, turning the machine on, and looked at the "ratings" which ranged from "Worst Enemies" to "Perfect Couple". He and Ruby grabbed the two grips reluctantly.

After holding on for a second they heard Yang exclaimed, "See! I told you two you were perfect for each other!"

"What!" they yelled when they looked up and saw it did in fact say "Perfect Couple". They then looked at each other, both of them bright red.

* * *

"Well, this as en eventful day," Phoenix muttered as he looked up at the midnight sky from a rooftop at Beacon. Shortly after the test incident, everyone had run out of tokens. On the way back, Yang told everyone what happened, causing Blake and Weiss to give Phoenix a look that said, "you seriously need to tell her". "If I told he she'd never take me seriously. Even if she did it's not like she feels the same," he thought. "She said so herself. No point in wasting her time with me."

"Is brooding on rooftops in the superhero handbook or something? I mean all the superheroes in the comics do it. Looks like the real life superheroes do it to."

"Ruby! First of all, I wasn't brooding. Secondly, what're you doing here?"

"I certainly wasn't eating cookies in bed when I heard your footsteps on the roof and went to investigate if that's what you're implying," she replied nervously. "Also, you were totally brooding. What're you doing up here?"

"Sometimes I like to come up here to clear my head. Come sit down," he answered, patting the ground next to him. Once she did they continued their conversation.

"Why'd you call me a superhero?" Phoenix asked suddenly after they'd sat in silence for a bit.

"You act a lot like the people in the comics. You even have a secret identity." He gave a halfhearted laugh at that last part.

"I'm no hero. I'm just a bad guy who fights worse guys."

"What do you-"

"I'm just a lawless thug who runs around beating up other thugs. Besides, for every life I happen to save, my mother takes two. Would a hero let that happen?"

"If that were true there'd be no one alive in Vale. You are a hero Phoenix, if not to anyone else, to me," she stated as she turned slightly red.

"What're you talking about?"

"You've you've always been there for me, and you've saved my life before. Helping people like you have makes you a hero, at least in my eyes."

"Damn it Phoenix, you need to tell her! It's now or never!" he yelled out in his head. "Your… uh… acting pretty mature." "What the hell was that?" he continued to yell in his head, resulting in a fight with himself.

"I don't know. I'm nervous what am I supposed to say?"

"Anything but that! Just tell her how you feel."

"What if she doesn't take me seriously?"

"You jump off of buildings and fight dangerous criminals on a daily basis and that's what you're afraid of? This is more pathetic than your fear of flying."

"One: screw you, and two: you're me. You know it's not that simple. Why am I even talking to myself like this? It's like some awful writer is trying to give a look into my mind."

"Hey, Phoenix. Remnant to Phoenix. You in there?" Ruby asked as she waved her hand in his face.

"Oh! Yeah, just got lost in thought. Ruby there's something I've wanted to tell you. I'm not sure how you'll respond, or what I'm doing to begin with. But it's now or never." Ruby just gave him a confused look as he babbled on.

"Ruby I… God this is awkward. Ruby, I love you," he declared, blushing intensely. She sat there in silence, dumbfounded.

"Blast it. I knew this was a bad idea. After tonight you probably don't even take me seriously, and you yourself said you don't think of me like that. I'm sorry for wasting your time. Just forget this ever-" he said as he tried getting up, cut off when Ruby pulled him into a kiss. Afterward, it was Phoenix's turn to be dumbfounded. "Wha-?"

"I love you too," she replied, turning as red as her cape.

"Wh- when?" Phoenix stammered, still stunned.

"After the fight at the breach. I felt like it before, but that's when I realized it."

"Why me? I'm not anything special."

"Not anything special? You're one of the nicest, smartest, and most selfless people I know."

Once he got over the shock of what she just said, he asked, "Why did

"I wasn't sure how you'd respond, or if you even felt the same. I was afraid you'd leave me," she answered.

"Don't worry. I don't plan on leaving any time soon." Before Ruby could reply, she got a look on her face that suggested she realized something.

"Just realized how cliche this all is?" She nodded in agreement.

* * *

"So, you never answered my question," Ruby said as they walked back to their rooms.

"What question?" Phoenix replied.

"The one about the superhero handbook."

"Oh, right. 'Brooding on rooftops' is in there. It's in between 'tragic backstory' and 'boxer briefs'." This got a laugh from Ruby. "And like I said, I wasn't brooding."

"You were totally brooding."

"No, I wasn't." Their discussion went on until they reached team RWBY's room. "I'll see you tomorrow. Good night. And get some rest for the tournament," Phoenix said as Ruby opened the door.

"You get some rest too. I don't want to hear about The Flaming Shadow on the news tomorrow."

"No promises."

* * *

 **Finally. I was originally planning on doing it even later in the story *cough cough* dramatic reveal before he fought Cinder *cough cough*, but I got a lot of requests so I figured, "What the hell." Anyways, thanks for reading!**


	26. 25 The Tournament Begins

**Chapter Twenty Five: The Tournament Begins**

* * *

"You were amazing out there!" Phoenix cheered as he ran up to team RWBY, who had just won their first fight in the tournament.

"Thanks Phoenix. Maybe you could congratulate us by getting some food," Yang replied.

"If only there was somewhere to get food," Weiss said as she looked around the fairgrounds which were covered in different food stands. "Oh wait."

"It's okay Weiss, I forget about the fairgrounds too," Ruby said, oblivious to the joke.

"I was being facetious!"

"Well if you were hungry why didn't you say anything?"

"Come on you two, stop fighting. Let's get some food. Phoenix's treat," Yang said, ignoring the fact that Phoenix hadn't agreed to anything yet.

"First I'm a cooking utensil, then lighter, now I'm a wallet," he groaned.

"Kinda hard to be something you don't have," a new voice said from behind them. When they turned around to see who was talking, they saw a girl with green hair and red eyes holding Phoenix's wallet.

"How the bloody hell-? Never mind. Thanks for finding this…uhh…"

"Emerald," she answered as she handed him his wallet.

"Thanks Emerald. Random question, have we met before. You look pretty familiar."

"We saw each other when you met my team leader, Silver," she explained.

"Ah, yes. I remember seeing you in the tournament. Mind if I ask who you're sending to the doubles round?"

"Mercury and I," she answered, pointing to her teammate who was sniffing a boot.

"What about you."

"Well, as team leader, I thought long and hard about this decision," Ruby said before being interrupted by Weiss.

"We put it to a vote."

"I decided to put it to a vote," Ruby retorted.

"We voted for Weiss and Yang," Blake said, wanting to keep Ruby and Weiss from wasting more time on this.

"I will happily represent team RWBY," Weiss stated, followed by Yang who declared they were going to kick some butt.

"So since you saved our only means of paying for food, want to get some with us," Yang asked.

"Well I would but…" Emerald said, gesturing to Mercury, who was still sniffing boots.

"Got it. Fair warning, if they see you down the line they won't go easy on you!" Phoenix called back to her as they walked away.

"For the record, he isn't our only means of paying for food," Weiss declared.

"Why Weiss, did you just volunteer to help me pay for the meal? Thank you," Phoenix replied.

"I never said- how did you- Gaaaa! Fine…"

* * *

"So much for me having some help paying for this," Phoenix groaned as Weiss's card was thrown into the counter after being rejected.

"How could that be? I was barely into my monthly allowance," Weiss asked no one in particular while Blake slowly pulled away her bowl of fish and noodles, hoping the chef, who looked suspiciously like the janitor and the owner of "Dust Till Dawn", in hopes of him not taking it back. Her efforts were, however, in vain.

"Perhaps I can help pay," Pyrrha said as she and her team approached the stand.

"You don't have to," Yang replied.

"But she could!" both Blake and Phoenix countered.

In a matter of minutes they'd all eaten all their food.

"Are you sure eating before a fight is a good idea?" Ren inquired.

"Of course. It will give us energy," Pyrrha declared.

"I barf I'm blaming you," Jaune groaned, clearly having eaten too much.

"Ooh! Aim it at the enemy!" Nora suggested.

"A disgustingly useful tactic. The only downside I can see is half of Remnant will be calling you Vomit Boy, and the other half will call you The Puking Palidin. The disagreement on your nickname will plunge Remnant into a new war," Phoenix joked, getting laughs from everyone.

"So, you guys think you're ready?" Ruby asked after they finished laughing.

"Of course! We've got a world renowned fighter on our team, what's basically a ninja, I can bench five of me, and… Jaune. We've trained all year, our weapons are awesome, Glynda barely yells at us anymore, and…uh… Jaune."

"Are you going to take that," Ren asked, looking at his leader.

"She's not wrong," he groaned.

"I'm kidding. He knows I'm kidding," Nora said.

"Same goes for what I said," Phoenix added.

"Don't be so nervous. The worst that could happen is we lose," Nora stated before going into a rant about how their defeat would ruin their lives.

"So… yeah. We're feeling pretty good," Ren finished.

"Don't fret. If anything we should be looking forward to a fight with actual guidelines and not… well… murderers," Pyrrha comforted them.

"Speak for yourselves. I've still got work to do. My list includes dealing with the usual criminal activity in Vale, whatever the White Fang are planning to use those Grimm for at the festival, and my sociopath of a mother," Phoenix replied.

"Come on Phoenix. Enjoy the festival. Ozpin's got this," Ruby argued.

"I suppose…" Before they could continue team JNPR was called to the area.

"Well, it looks like this is it," Pyrrha declared as she and her team walked off.

"Go get 'em!" Ruby cheered as they left.

"Come on. Let's go get some seats," Yang said as she got up.

"You go on ahead. Ruby and I will catch up," Phoenix responded.

"Planning some sort of date?"

"I thought you got all those jokes out of your system this morning," Phoenix groaned as he recalled the seemingly endless taunting once Yang found out about him and Ruby. She also made sure to let him know that she'd kill him if he hurt Ruby.

"You should know I never run out of jokes!" she called back to him as she and the rest of team RWBY walked away.

"So why'd we stay behind," Ruby asked.

"I didn't want to have to put up with Yang when I gave you this," he replied as he handed Ruby a small box.

"Awww, thanks Phoenix," she said as she hugged him.

"Save the thanks for after you open it."

"Oh, right." Inside the box there was a necklace of a rose studded with rubies.

"A ruby rose for Ruby Rose," Phoenix explained. "I know it's cheesy, but-"

"I love it," Ruby cut him off as she hugged him again.

* * *

"That concludes the matches for today. Please leave the coliseum in a calm and orderly fashion!" Professor (Doctor) Oobleck ordered over the intercom in a voice that didn't encourage anything calm or orderly. As team RWBY and Phoenix were walking out Weiss suddenly stopped, causing Ruby and Phoenix to bump into her.

"Uh… Weiss? You in… there?" Phoenix asked, becoming quite when he saw the ship flying overhead.

"She's here!" Weiss exclaimed.

"Weiss, what the bloody hell is going on here?" Phoenix asked as he and Ruby chased after Weiss, who'd run all the way from the colosseum to where the ship had landed, excluding the flight from the area to Beacon.

"Winter," was all she said as she looked at the person who emerged from the ship.

"Great, now there's two of them," Phoenix joked, earning a glare from Weiss.

The three of them ran up to Weiss's sister as Weiss exclaimed, "Winter! I'm so happy to see you!" before quickly catching herself and returning to her usual demeanor. "Your presence honors us."

"Beacon… it's been a long time. The air feels… different," Winter said as she approached them.

"Well it is fall so…" Ruby started to say before Phoenix finished for her.

"It's probably a bit colder." Weiss responded by punching both of them in the shoulder.

She then proceeded to ask Winter a series of questions, the answer to all of which was, "Classified."

"Well… this is nice, I think," Ruby said.

"Imagine what their family reunions are like," Phoenix joked again, this time earning glares from both sisters.

"And just who are you?" Winter asked him.

"Phoenix Fall."

"So… you're Ozpin's brat."

"Hey!" Ruby yelled before Phoenix told her it was fine

"The one and only," he replied with a smirk after he'd calmed Ruby down.

"Anyway, you're going to love it here," Weiss declared as she started rambling about how Beacon was different from Atlas.

"I'm more than familiar with how this kingdom handles its bureaucracy. That is not why I'm here."

"I'm sorry."

"Nor did I come here to watch my own blood fail so miserably in battle, but it appears I have no choice in the matter."

"But we won," Weiss replied, confused.

"Only a novice would refer to that as a victory. I counted at least three strikes missed."

"Why don't we see how many strikes you miss against me," Phoenix countered, getting even more annoyed with her than he was with Weiss when he first met her.

"Why you insufferable little-" Winter said as she reached for her sword.

"You'll have to forgive him. He isn't very good with people," Weiss stated, not wanting a fight to break out.

"Very well," she stated, though she still clearly wanted to teach Phoenix a lesson. "Leave us," she ordered to the sentinels accompanying her. "How have you been?" Weiss proceeded to discuss how her classier were going, but was interrupted by a slap from Winter. "Silence you boob! I don't recall asking about your ranking. I asked how you've been. Are you eating properly? Have you taken up any hobbies? Have you made any friends?"

"Well there's Ruby," Weiss said as Ruby poked the lump that had formed on Weiss's head.

"Well, as riveting as all this is, I think I'll get going. Good luck dealing with her!" Phoenix called back as he left.

* * *

"I leave you alone for a few minutes and this is what happens?" Phoenix groaned as he gestured to the fight going on between Ruby's uncle Qrow and Winter. The fight raged on for a couple more minutes before General Ironwood intervened.

"What in the world do you think you're doing?" he demanded to know.

"He started the altercation sir," Winter stated.

"That's actually not true. She attacked first," Qrow corrected from behind her.

"Is that right? And you. What are you doing here?" Ironwood asked, glaring at Qrow.

"I couldn't be asking you the same thing," Qrow retorted. Before Ironwood could respond, Ozpin intervened.

"Now now everyone. There is a sanctioned fight happening just around the corner at the coliseum that I can assure you has better seats and popcorn."

"Didn't Oobleck say that the fights were over for today?" Phoenix asked Weiss, who simply shrugged in response.

"Break it up everyone!" Glynda ordered, "We will take care of this mess."

"Let's go." Ironwood said as he walked off with Winter, and for some reason, Penny. After they left Ruby lunged at her uncle, squealing his name and clinging to his arm.

"It's so good to see you! Did you miss me? Did you miss me?" She asked ecstatically.

"Nope," he replied jokingly.

"What's an old timer like you doing here? Shouldn't you be at a retirement home?" Phoenix joked as he walked up to Qrow.

"I could ask you the same question. The 'what are you doing here' one not the retirement home one. Last I checked you were hiding out under some old warehouse," Qrow retorted in an annoyed tone. After a moment of silence they both started laughing.

"Hold on. You two know each other? You've mentioned Uncle Qrow a couple times, but I thought you'd just heard of him," Ruby interjected, confused.

"Your uncle and I have had a couple 'business meetings'," Phoenix explained. Ruby, however,still had a confused look on her face.

"We've met up a couple times while I was working."

"Ooohhhh."

"Qrow, a word please," Ozpin requested as Glynda repaired the courtyard.

"I think I'm in trouble," Qrow whispered to Phoenix and Ruby.

"You did destroy our courtyard," Ruby pointed out.

"And you showed up to a school drunk," Phoenix continued.

"If that was an issue I wouldn't ever be able to come here. I suppose I should be going," Qrow said as he walked off.

"When you see Winter tell her she missed at least three strikes in your fight! You can thank me later!" Phoenix called out to Qrow, who nodded in agreement.

"And suddenly your recklessness makes sense," Weiss said as she approached Ruby.

"You're just mad cause he whooped butt," Ruby replied.

"That was a tie at best!"

"Qrow was holding back," Phoenix pointed out. "Now if you'll excuse me, I'm going to go find out what they're talking about."

"What! But-?" Weiss exclaimed before being cut off by him.

"Don't act like you're any less curious than me Ice Queen."

"That doesn't make it any better."

"Whatever. See you two later. Bye Ruby," he said as he walked away.

* * *

 **And with that, as the title suggests, the tournament begins. If you have any ideas on something that I could write about let me know. In the meantime, thanks for reading!**


	27. 26 Discussions and Dates

**Chapter Twenty-Six: Discussions and Dates**

* * *

"I almost forgot! When we were fighting I counted at least three missed strikes. You might want to work on that," Qrow said as Winter was about to leave Ozpin's office.

"How did you-? Who told you-? Gaaahhh! I swear I'll get that brat!" Winter yelled while she stormed towards the elevator as Qrow winked at her.

"And just who is this brat?" Phoenix asked as the elevator door opened.

"What are you doing here?" Winter asked, furious at him.

"Sorry, guess I just got turned around. From the looks of things we should both be leaving. Ladies first," Phoenix said sarcastically as he stepped out of the elevator. After a moment of her remaining still Phoenix gestured toward the end of elevator which Winter reluctantly went into, glaring at Phoenix and Qrow as the door closed.

"Thanks for the tip. Her reaction was priceless. How'd you know hear what she was saying?" Qrow asked Phoenix, who simply responded by pointing to the upper wall of the room. Upon closer inspection, a small camera could be seen. When Ironwood discovered it he gave Phoenix a glare.

"That line about you rather shooting yourself than being one of Ironwood's men was great by the way," Phoenix said, ignoring him.

"If you two gentlemen are done, we were having a discussion," Glynda stated.

"Right… Well your little infiltrator isn't just some pawn. They're the one responsible for Autumn's condition," Qrow continued as though nothing had happened.

"What! She's here?" Phoenix exclaimed. "I knew she was in Vale. That was obvious after the CCT incident. But to have infiltrated the school. Crap…"

"Despite what the world thinks we're not just teachers or generals or headmasters-"

"Or vigilantes."

"Whatever, the people in this room, the leaders of the other two academies, we're the ones who keep the world safe from the evils no one even knows about. It's why we meet behind closed doors. Why we work in the shadows. So you tell me James, when you brought your army to Vale did you think you were being discreet or did you just not give a damn?"

"Discreet wasn't working," Ironwood replied as he placed his scroll on Ozpin's desk, creating a hologram of Beacon, the coliseum, and his forces. "I'm here because this is what was necessary," he said as he gestured to the projection of his forces. At this point Phoenix tuned the two of them out, getting tired of their constant bickering.

"And fear will bring the Grimm," Ozpin stated, pulling Phoenix back into the conversation. "A guardian is a symbol of comfort. An army is a symbol of conflict. If this is the size of our defenses, what is it we're expecting to fight."

"My mother with the White Fang and an army of Grimm," Phoenix stated. "Don't get me wrong. I'm not saying having this entire army out in the open is a great idea. Mostly because it isn't. What I am saying is we should be prepared for the worst. My recommendation would be to keep your forces away from the public's prying eyes, while still close enough to respond to any major threat. That way, we still keep the illusion of everything being fine while we are, in fact, prepared for a fight. Still keep some of your clankers and a few smaller ships around the coliseum for security, but not enough to cause the fear Oz mentioned." When he finished explaining his plan he looked around to see everyone giving him shocked looks. "Why do you guys always forget I'm actually competent in these matters?"

* * *

"What'd they say," team RWBY asked, lunging at Phoenix the second he opened his door.

"How did you-? Never mind. Wasn't able to get anything. Oz knows all my methods and had countermeasures for them," he lied, knowing that this was the one secret he couldn't tell them about.

"Oh… well that's disappointing. Suppose we should be going," Yang said as she and the rest of her team walked out.

"Well…uh… would you mind if I borrow your leader for a moment?" Phoenix asked, blushing slightly.

"No problem lover boy," Yang replied, pushing Ruby towards him before walking out.

"Soooo, what'd you want to talk about," Ruby inquired.

"Right… what I wanted to talk about. I was thinking that since we didn't get to look around the fairgrounds much earlier we could now… together. Not like a date. Unless that's what you want… in which case it is a date. Soooo… you want to come? If you don't it's totally fine. I mean you're team is in the tournament tomorrow, and you are leader of the team so it was probably a dumb idea. I'm being awkward again aren't I?"

"Yep."

* * *

"Ooh! This looks like fun! And that looks like it's got good prizes! This is going to be so much fun!" Ruby squealed as she dashed around a carnival area of the fairgrounds.

"Looks like we've found where we're going," Phoenix thought, smiling as he saw her so excited. "So what do you want to do first? Ruby? I really really need to talk to her about this," he groaned.

* * *

"So this is where you've been hiding," Phoenix said as he found Ruby at one of the game stands. It looked like the goal of the game was to knock down the stacked cups in one throw.

"Phoenix! There you are. I've been trying to win that forever. Maybe you can help me," she explained to him, pointing a huge inflatable sword.

"Your wish is my command. How much for a try?"

"Five lien," the man in the game booth, who looked like the janitor, the "Dust Till Dawn" shopkeeper, the owner of that restaurant they went to, and just about every other person in the game booths, said. Phoenix handed him the money and grabbed the ball he was supposed to throw.

"Quick question. If I knock down more than one stack with a throw do I get more than one prize?"

"Sure, why not. For every stack you knock down you get a prize," the man replied, clearly not thinking Phoenix could do it. Phoenix activated the assisted aiming on his glasses and threw. The ball knocked down the first stack, then bounced off the walls knocking down the remaining two stacks before it flew into his open hand.

"Any other prizes you wanted Ruby?" Phoenix asked. After she recovered from the shock of what she just witnessed she pointed to a stuffed dog like the one he got for her at the arcade, still to stunned to speak. "We can still get one more thing. See anything else?" She shook her head. "Then I suppose I'll get that," Phoenix said pointing towards a scale model of Beacon. The man handed them their prizes, still stunned by what he'd just witnessed. As they walked away Ruby finally regained her voice.

"That was amazing! How did you do that? You threw the ball and it bounced everywhere! I didn't think that was even possible!" she exclaimed. He simply tapped on his glasses to answer her question. "You seriously need to make me some of those."

* * *

"I'm sorry sir but if you want to ride you're going to need to leave your glasses here," the man in charge of the ride, which Phoenix referred to as a Ferris wheel from hell, said.

"What? But how am I supposed to see?" Phoenix replied.

"I don't know sir, but rules are rules."

"Come on Phoenix! It'll be fun!" Ruby called out from the cage attached to the ride.

"Fine," he groaned as he handed the man the glasses. "But if I see so much as a single scratch on them you'll be riding this damned thing till the festival is over."

"Don't worry, he's kidding. He'd only leave you in here for a day at the most." The terrified man carefully placed the glasses with their winnings from earlier. Phoenix reluctantly got into the cabin, jumping slightly when the door slammed shut.

"I die I'm going to haunt you," he said as they raised up. Before they could say anything else the ride started up, spinning both the body of the ride and their cabin around. Throughout ride Phoenix and Ruby were clutching each other like their lives depended on it and screaming, occasional curses thrown in by Phoenix. After what seemed like an eternity, the ride finally began to slow down. "I am never doing anything like that again," Phoenix stated as they left the ride.

* * *

"At least you found something you hate more than flying. Now come on! There's another ride I want to try," Ruby replied as she dragged him off.

"Are you sure these damned things are rides and not torture machines from the seventh circle of hell?" Phoenix groaned after yet another ride Ruby had gotten him to go on.

"Yes, for the hundredth time, I'm su- Ooh! Food!" she exclaimed as she dragged him towards a concessions stand.

"What do you two want this evening?" the man running the stand asked.

"Why the bloody hell do all these people look the same?" Phoenix thought as he saw the same old man. "I already know what I'm getting. What do you want?" he asked Ruby. She gave the man her usual order.

"And you sir?"

"Four sides of fries, a lemonade in a souvenir cup, and a funnel cake."

"Please tell me we're not going on one of your torture contraptions again. We just ate and I really don't feel like throwing up," Phoenix begged once they finished eating.

"Fine," she replied, disappointed. "What do you suggest?"

"How about a normal, non hellish Ferris wheel?"

"Okay," she said, her attitude changing completely as she dragged him off.

"One of these days you're going to rip my arm off," Phoenix groaned.

* * *

"On second thought, this wasn't a very good idea," Phoenix mumbled, looking out from the top cabin which he was stuck in with Ruby.

"I mean… it isn't that bad. At least we're both here," Ruby replied.

"Yeah, I guess so." As he said that he used the "fake stretching to put your arm around someone" cliche.

"Really?"

"What? I was just stretching."

"Sure…" Ruby said, resting her head on his shoulder.

* * *

"So… you have fun?" Phoenix asked Ruby, his arms full due to holding her stuffed dog.

"Definitely! Thank you soooo much for inviting me."

"No problem. Looks like we're here," he replied as they reached team RWBY's dorm.

"Night Ruby, love you," he said as he gave her a quick kiss.

"Night. Love you too."

"Hold on! Almost forgot to give this to you this," Phoenix said as he tossed her the dog which knocked her over due to its size. They both started laughing before being interrupted by Weiss, who threw open the door.

"Will you two dunces be quiet! Some of us are trying to sleep!" She yelled, causing Nora to pop out from team JNPR's dorm to shush her. Weiss gave the couple an enraged look while they tried to stifle their laughter. An annoyed Weiss dragged Ruby, still under the giant stuffed animal, into their room and slammed the door.

"If today is anything to go by, this festival is going to be great," Phoenix thought as he walked back to his room.

* * *

 **For all of you who were waiting for some sort if date here it is. I figured a few things needed explanation. First of all, the time the second part of the chapter takes place. As you may have been able to guess it's night. You can see in the meeting in s3ep3 that it's night at the time so I figured after that would be one of the few times I could squeeze the second part in. The "Ferris wheel from hell" was the Zipper if you didn't figure that out. The reasoning behind there being a carnival to begin with was that I figured with the sheer scale of the Vynal festival, something like that wouldn't be out of the ordinary. And yes, the old man thing is a running joke that will also continue to s4 if possible. No, I'm not trying to act condescending by assuming you can't figure this out yourself, I just wanted to be safe. With all that out of the way, thanks for reading!**


	28. 27 Duels and Doubles

**Chapter Twenty-Seven: Duels and Doubles**

* * *

Just as Phoenix entered his room he got an alert on his scroll informing him of a robbery. "So much for sleep," he groaned as he ran off towards the locker room.

* * *

"Who are you and what are you doing here!" Winter demanded to know, her sword at Phoenix's throat. He was glad he was wearing the mask, otherwise she'd have probably just killed him. On his way the ship he met up with her it the courtyard.

"Lady, I'm guessing you're new here since you don't know who I am, so I'm going to give you one chance to put the sword down and walk away," he said.

"Are you threatening me?" she snarled.

"I was going more for intimidating, but threatening works too."

"Shut up! Now!"

"So I take it that's a no on my offer of letting you walk away."

"I would never run from scum like you."

"Then let's keep this quick. I've got a flight to catch," Phoenix said he flipped open his lighter and hit her with a fire blast. When she recovered she lunged at him, only for him to move out of the way just in time. "Hey… I could kinda use a pickup," he said to Jenkins, who he had called while Winter recovered.

"What'd ya mean? We're still at the school," Jenkins replied, confused by the order as well as the yells of rage that could be heard in the background of the call.

"You'll see when you get here, just get here," Phoenix ordered as he dodged Winter's strikes. After he put his scroll away he drew his swords. "I don't want to have to hurt you," he said as they clashed. "Mostly because Weiss will be pissed if I do," he added in his head.

"Shut up!" Winter yelled, losing her cool with him.

"Fine. Be that way." He fired two flame dust rounds up into the air and controlled the fire to hit her, sending her flying back. He fired multiple ice rounds at her to immobilize her. "I really don't want to deal with Weiss if I hurt her sister too badly." Winter, however, don't have the same limitations as him and took full advantage of it. She dodged his shots before charging at him, splitting her sword and unleashing a storm of strikes on him, all of which he blocked. He barely managed to keep up. Winter added to her assault by using a glyph to summon a storm of birds to attack him. Phoenix leaped back and managed to blocked them with a wall of fire. When the fire died down all Winter saw behind it was a cloud of smoke. A throwing knife came flying out of it but was easily caught by Winter.

"Did you really expect that to work?" she taunted.

"Nope"

"What do you-?" She was cut off by a beeping noise. She looked for the source only to find that it was her own hand. More specifically the ice dust explosive that'd been stuck the knife. It detonated before she had any chance to get rid of it. The explosion left her immobilized in ice, shouting about how Phoenix, or as she called him "scum too afraid to face her without hiding behind a mask" would pay for this. Her yelling was quickly drowned out by the sound of engine overhead.

"Sorry Ice Queen, but that's my ride. By the way, I think you missed more than three strikes in that fight!" He called to her as he grappled up to the ship.

"So what was that about?" Jenkins asked as once Phoenix sat down in the copilot seat.

"It's a long story."

* * *

"Sooooo, I heard The Flaming Shadow stopped a robbery last night. Got any details about what happened?" Yang asked as she walked into the coliseum with Phoenix, her team, and JNPR.

"And I heard that someone who looked a lot like The Flaming Shadow fought my sister!" Weiss added, clearly enraged.

"Hey, that was on her. Besides, didn't hurt her," Phoenix retorted.

"You call freezing her to the courtyard 'not hurting her'? And what's this about him, or rather you, somehow knowing Qrow and you. How'd she even figure that out?"

"Wwweeeeelllll, Qrow and I may or may not have a running joke going on with her about that whole 'three strikes missed' thing, and I may or may not have brought it up during the fight."

"You did what?" Weiss exclaimed while Ruby explained the "three strikes" thing to the others. After being informed Yang started laughing hysterically.

"Can you please tone down the volume Weiss? I really don't want you to reveal my secrets to the world. Anyway, I'll admit it may have been a bad idea, but the look on her face was totally worth it." Upon hearing this Weiss hit him in the shoulder. "I probably deserved that. Back to the original topic…" Phoenix said, telling them about his exploits from the previous night in third person.

* * *

"That fight was incredibly one-sided," Phoenix commented after the match that pit Coco and Yatsuhashi against Mercury and Emerald.

"How'd that even happen? Team CVFY is usually able to destroy their enemies," Yang asked.

"I don't know, but I'll try to talk to Coco and Yatsuhashi later to see what happened."

* * *

"You've got to be bloody kidding me!" Phoenix exclaimed when Qrow reached the part of his story about the innkeeper. His outburst caused both Qrow and Ruby to start laughing while Yang complained about losing to Qrow in the game they were playing.

"Best two out of three," he offered.

"To change the topic, how'd your little talk with Oz go?" Phoenix asked, wanting to keep up the illusion of him knowing nothing.

"Yeah, did you get in trouble?" Ruby added.

"Naahh. Oz and I go way back. We're cool," Qrow explained.

"Cool for an old guy," Yang joked.

"Not funny."

"Soooo what're you doing here? Dad said you'd be gone on a mission for like ever," Ruby inquired.

"Well a professional, like myself, is expected to get results as soon as possible."

"Yeah, I get that. We're pretty much pros too."

"Are you now?"

"I stop crime on an almost nightly basis and run missions for Oz so…"

"And we totally saved Vale while you were gone," Yang said.

"Funny, as I heard it Vale suffered a Grim attack when you almost managed to stop a train, and I've never heard of you to begin with."

"Hey!"

As Qrow said this he defeated Yang yet again in the game they were playing. "But they don't give out medals for almost."

"They do and they're called silver!" Ruby declared.

"And we helped lock up Roman Torchwick. He's locked up in Ironwood's ship, and crimes been down ever since. That's basically a bounty mission," Yang stated.

"Yeah, but without the pay," Phoenix groaned.

"Oh like you need the money. You're all acting like huntresses-"

"And huntsmen."

"But you're not thinking like ones. You really think four girls, some guy in a mask, and their friends can end all crime in Vale."

"Not all crime, no. But the fear of The Flaming Shadow will make criminals think twice before they step out of their holes. And when they finally do, I'll be waiting."

"Whatever helps you sleep at night. Besides, it's not like anyone knows who you are to begin with."

"Hey! Again."

"Anyway, crime hasn't just been down, it's stopped, completely-"

"I'm calling bullshit on that. I had to stop a bank robbery last night, and when I was patrolling afterwards I caught at least ten more criminals," Phoenix countered.

"I'm not talking about petty crime, I'm talking about the major ones lead by the White Fang. You cut off the head of a King Taijitu, but now the second one is calling the shots. That's what Ironwood can't get through that thick metal head of his."

"We already know why. My mother is planning to use the White Fang and an army of Grimm to attack the festival. How or when she's going to do it, we don't know, but we do know that what's going on right now, it's the calm before the storm."

"Well aren't you Mr. Smarty Pants."

"Thanks, I try."

"You two have talked to Ironwood?" Yang asked, wanting to keep a fight from breaking out.

"Do opps for Ozpin remember. Talked to him for them a few times," Phoenix explained.

"As for me, I know everyone to some extent. Remember, you're talking to a member of the coolest team to ever graduate Beacon, Team Stark. That's when I met your parents. We were pretty well known back in the day."

"Mostly for your crummy fashion sense," Ruby joked.

"Hey, we looked good, and I have a number of 'inappropriate' stories that'll back that up, but I'll save those for when you're older."

"Okaythat'senoughIthinkit'stimeforyoutogonow," Phoenix stated as he pushed Qrow out the door.

"Whatever. I'm too old to be seen around a bunch of kids 're going to cramp my style. Look, just remember that you've still got a long way to go. And don't think for a second that graduating means you're done. Every day out there is worth week in this place. You three, you're gona' go far if you never stop moving forward." With that he walked out the door. Just when they thought he was gone, he looked through the door and said, "Oh, and Phoenix, if you hurt Ruby, They'll never find the unidentifiable remains of your body."

"Wha-? How did you-? Who told you-?" Phoenix and Ruby stammered. Then Phoenix saw who Qrow was winking at. "Damn it Yang!"

"Hey Ruby! We saved you a seat!" Phoenix called out to Ruby.

* * *

"Thanks," she replied as she sat down between him and Blake. "So, you're good with tectonics-"

"Tactics."

"Yeah, that. What do you think Yang and Weiss will be fighting?"

"They're going up against Atlas, the same place Weiss, Winter, and Ironwood are from. The opposition will most likely have high tech and a good strategy." As soon as he finished saying that, the combatants in question arrived. "Or not." One of them was a guy dressed in a suit and holding a trumpet while the other, a female cat Faunus, had a rainbow theme and wielded nunchucks. The boy brought up a personal grudge against Weiss due to her family running his out of business. When Yang tried to step in the Faunus started taunting her. When she mentioned Yang being "top heavy", she lost it.

"Here we go again," Ruby groaned.

"This has happened before?" Phoenix asked.

"Remember that explosion at Signal a couple years ago?"

"You've got to be bloody kidding."

"Nope."

"Well this'll be especially amusing."

* * *

"Good job you two," Blake congratulated as she, Ruby, and Phoenix ran up to the Yang and Weiss, who had just won their match.

"Yeah," Ruby cheered.

"So… you want to change your clothes? No I am not buying you a new set. I get the feeling that what you wear is enough to dent even my funds," Phoenix stated as he helped Weiss up, causing everyone to laugh. Weiss's laugh quickly turned into a cough. "But seriously, I'm not paying."

* * *

 **I got a request from Kyrogue23 for a flight between Winter and Phoenix. Hope you like what I did. Next chapter should be interesting considering what'll happen. Thanks for reading!**


	29. 28 Revelations

**Chapter Twenty-Eight: Revelations**

* * *

"Phoenix?" What're you doing here?" Pyrrha asked as Phoenix, Glynda, and Ironwood stepped out of the elevator and into Ozpin's office.

"I'm here for the free food," he replied, his joke earning him glares from the two people at his side. "Just trying to ease the tension."

"Wh-who are you? Really?" Pyrrha stammered.

"You know who we are. We're still the same teachers and headmasters you met when you came to Beacon," Glynda answered.

"Except we've got a little part-time job," Qrow continued.

"Or two in my case," Phoenix added, once again getting glares from Ironwood and Glynda.

"We are the protectors of this world," Ironwood stated.

"And we need your help," Ozpin finished.

* * *

"Where are we going?" Pyrrha inquired as she and the others rode the elevator down.

"To the vault under the school," Ozpin answered.

"Why there's a vault under the school to begin with I have no clue," Phoenix thought, not voicing his this for fear of pissing off Glynda in an enclosed space.

After the elevator opened they walked into the room there was a moment of silence as Pyrrha looked around, only broken when Phoenix said, "I'm guessing you've got a few questions."

"Maybe one or two," Pyrrha replied. "I still don't understand. You said I was next in line to receive the Maiden's power. What do you mean by that?"

"The maidens have existed for thousands of years, but…" Glynda explained **(Note: I'm skipping the expositional dialogue since you all know what she's talking about. Sorry for breaking immersion or whatever, but just wanted to clarify that now rather than in the conclusion)**.

"But how does the power choose?"

"Through a series of stupid and convoluted rules," Qrow stated.

"Qrow!"

"He's not wrong. The rules are complete crap," Phoenix pointed out.

"Phoenix!"

"We can discuss how Qrow and I are right later. Right now you've got some questions to answer."

"Fine. At first, the only thing that was…"

"So why tell me this now? Why not wait until I graduate?" Pyrrha asked, still confused as to what was going on.

"Honestly, we've run out of time," Qrow replied. "I don't know if you've noticed, but the world is getting a lot scarier. Tensions are high, Grimm are getting stronger, more prevalent, and it's not going to be much longer till this peace we've all been enjoying so much goes out the window."

"All thanks to my bitch of a mother," Phoenix groaned.

"You're not talking about war?" Pyrrha said questioningly.

"Not a war between nations," Ironwood stated.

"We can fill you in the details once we know you're with us," Qrow said.

"Maybe you could fill me in too. I'm part of your little club. Why don't I get to know what the bloody hell you mean by, 'Not a war between nations,'?" Phoenix asked, extremely annoyed.

"We can discuss this another day," Ozpin replied. "All you two now all you need to know for now is one of the Maidens was attacked, and for the first time in history, some of her power was stolen."

"I'll give you one guess who's responsible," Phoenix groaned. As he finished saying that they reached the back of the vault where it's only contents were held, a machine with two chambers, one of which containing a woman.

"Is that-?" Pyrrha tried asking before Ozpin answered the question she was most likely going to ask.

"The current Fall Maiden, Amber."

"She's… still alive."

"For now," Ironwood stated. "We're using state-of-the-art Atlas technology to keep her stable, but there is a lot about this situation that is… unprecedented."

"What do you mean?"

"Well, we don't know what will happen if… when she passes."

"Won't her power just transfer to the next host?"

"Look who's been listening. She is smart," Qrow joked. "Under normal circumstances yes."

"But this situation is anything but normal," Phoenix explained. "Since people who're killed usually think of their attacker last, and my mother is the attacker in question, odds are she'll get the powers. Like Qrow and I said, the rules are crap. And to top it all off, the power is split. Even if Cinder wasn't the last person Amber though about, the power may just seek out its other half."

Upon hearing all this, Pyrrha approached the pod where Amber was and, after a moment of looking at it, asked, "If all of this is true, why keep it a secret? If this girl is so important, if we're truly on the brink of war, why not tell everyone?"

"From what we understand, it used to be common knowledge," Glynda replied.

"Excuse me?"

"How do you think all those legends and fairytales get started. Even the craziest ones come from somewhere." Qrow explained, taking a sip from his flask once he finished.

"Our group was founded to protect both mankind and the Maidens. Those hungry for power hunted them in hopes of inheriting their strength," Glynda continued.

"And when they did, we end up with situations like we have now. So our little club decided to hide the Maidens and make people think they were just some story. Even if people found out now, they'd never believe us. It goes against everything they've been taught. That would cause panic, and panic brings…" Phoenix explained, waiting for Pyrrha to finish his sentence. After a moment of awkward silence he tried again. "And that would bring…"

"Grimm," Pyrrha answered.

Ozpin sighed and stated, "This is why we'd like you to-"

"I'll do it," Pyrrha declared. "If you think it will help humanity then I will become your Fall Maiden." Everyone else looked at each other nervously. "That is what you wanted isn't it?"

"Yes, but there's a catch. What we're basically going to do with Ironwood's machine is take out Amber's aura and cram it into you," Phoenix answered.

"That's-"

"Classified." Ironwood stated.

"Wrong!"

"The feeling is mutual, but desperate times call for desperate measures," Glynda said reluctantly.

"And these are indeed desperate times. We can't give you Amber's powers, but we can give you what those powers are bound to," Ironwood explained.

"Her aura," Pyrrha said.

"Therein lies the catch. Your life and her's would be put together. The problem is that we've got no clue what that'll do to you," Phoenix explained to a now clearly conflicted Pyrrha.

"You have an important decision before you Ms. Nikos," Ozpin said. "We have no idea if this transfer will work, and there's no telling if you'll be the same person if it does. I advise you to take time to think on this matter, but understand that before the Vinal Festival is over, we will need your answer."

"I honestly didn't want to bring you into this, but the others were set. I figured you could use some support. You can always say no, and If you need to talk to anyone about this, I'm here for you."

"Thanks…"

* * *

"Uh… hi…" Phoenix said as he walked into team RWBY's dorm to talk to Yang, who appeared to be the only one in the room. He wasn't sure what else to say seeing as they'd just been eliminated from the tournament due to Yang attacking a defeated Mercury.

"Phoenix… you believe I wouldn't do this, don't you?" Yang asked him.

"Of course. I've encountered plenty of people who would do that. I can tell you're not like them."

"Thanks…"

"Don't worry, your team and I are here for you. Don't worry, I can tell you need some alone time. I'll… talk to you later," he said as he walked out the door.

* * *

"What?" both Phoenix and Ruby asked after Velvet brought up the fact that Coco had a similar issue with seeing things to Yang.

"During the fight with Mercury and Emerald she thought she saw Yatsuhashi, even though he'd been defeated already," Velvet explained.

"Was that the only time something like this has happened?" Phoenix asked, a theory starting to form.

"I think so. Why?"

"Just curious." "So both incidents of hallucinations happened when Emerald and Mercury were involved. Could-" Phoenix thought, his train of thought broken by a bright flash of light in his face. When he recovered he saw Velvet holding her camera in front of him and Ruby.

"Oh, sorry."

* * *

"Is that… holy shit!" Phoenix exclaimed when he saw one of the people present at the coliseum.

"What is it?" Ruby asked before she looked in the direction Phoenix was. "Emerald?" With that, all the pieces fell into place in Phoenix's head.

* * *

 **Look, a cliffhanger. Have fun waiting. Sorry again for the interruption earlier, just wanted you to know what was happening the first time you read. I'm sure most of you figured it out, but I just wanted to be safe. Anyway, thanks for reading.**


	30. 29 Fall of Beacon

**Chapter Twenty Nine: Fall of Beacon**

* * *

Everything was coming together to Phoenix. "Emerald and Mercury have been trying to sabotage the tournament using Emerald's semblance, illusion! We need to get her!" Phoenix ordered.

"I'll get her. You stop the fight," Ruby replied.

"But-"

"I'll be fine. I promise. Now go!" With that they ran off in different directions. Phoenix ran towards the area but was quickly slowed down by the large crowds of people who were unable to find seats.

"Move damn it!" He shouted as he tried to push his way through, wishing could just grapple over them. When he was about a third of the way through the crowd he heard the next match be announced: Pyrrha vs. Penny. "I need to stop this before anyone else gets hurt!" He yelled in his head. He reached the front of the area just in time to see Emerald's work. Pyrrha used her polarity to force Penny's swords back, the wires connecting them to her backpack wrapping around her and tearing her apart, revealing her robotic interior. "NO!" Phoenix screamed, falling to his knees.

"This is not a tragedy. This was not an accident," a hauntingly familiar voice said over the stadium speakers after a moment of shocked silence.

"Cinder…" he thought, still in shock from what had just happened.

He was snapped out his stunned state when he heard sirens alerting everyone to a Grim attack. "Ladies and gentlemen, please. There is no need for panic," Ironwood said over the speakers. However, just as he said this a giant Nevermore landed on the barrier covering the top of the coliseum.

"Warning, safety barriers failing," an automated voice announced. When Phoenix finally looked up at the area, he saw that Pyrrha was still standing there in shock. "Pyrrha! Move!" he yelled, Jaune taking a similar course of action. When she appeared not to notice him he jumped into the ring to aid her, extending his staff with one hand and calling his locker with the other. Just as he and Jaune reached her, the Nevermore broke through the barrier, sending Jaune and Pyrrha flying back. Phoenix was able to hold his ground by planting his staff in the ground. Still dazed from the attack, he didn't have time to react when the Nevermore charged at him. However, just before it struck him a red blur flashed by him.

"Leave them alone!" Ruby yelled as she stabbed the beast in the chest using one of Penny's swords. The Nevermore responded by circling around the arena and charging at the group. Once again, it was stopped at the last second, this time by multiple lockers landing on it. The lockers opened, revealing the equipment of teams JNPR, CVFY, SSSN, ABRN, and half of team FNKY. The owners of the equipment quickly arrived to claim their gear, but just as they armed themselves the Nevermore began to move. When it was about to get up, however, another locker flew in and crushed its head, opening to reveal Phoenix's equipment, which he quickly armed himself with. The only parts of his outfit that he took from the locker were his coat and his mask.

"Ruby, I'm so sorry," Pyrrha apologized, holding a scrap of Penny's clothing.

"So am I, but this isn't your fault," Ruby replied.

"It's was a woman by the name of Cinder Fall," Phoenix stated as he walked up to them. He could hear muttering from the teams who had just found out about his mother but continued anyway. "She was the one on the speaker. She was the one who orchestrated this, and she must be brought to justice."

"You're in no position to talk about justice," a familiar voice stated as it entered the arena, "Phoenix Fall"

"Grant, I swear to Gods, if you're here to try and arrest me while people are dying-!"

"I'm not here to fight you. There's an army of Grimm out there, and the White Fang aren't helping matters. This makes the breach look like nothing. As much as I hate to say it, we need to put aside our differences if we want to stop this. Once this has been dealt with, I promise I'll do everything in my power to take you in Fall" Phoenix nodded in agreement, deciding he could deal with his identity being discovered another time. "As for the rest of you, you have a choice. You can go and save yourselves, or you could prove that you have what it takes to be Huntsmen and Huntresses."

* * *

"LLLLLLLEEEEEEEEEEEEEEEEEEEEEEERRRRRRRRRRRRRRRRRRRRRRROOOOOOOOOOOOOOOOOOOYYYYYYYYYYYYYYYYY JJJJJJJJJEEEEEEEEEEEEEEEEEEEEEEENNNNNNNNNNNNNNNNNNKKKKKKKKKKKKKKKIIIIIIIIIIIIINNNNNNNNNSSSSSSSSSS!" Jenkins yelled out as he jumped out from his ship holding a chainsaw that had "Mr. Cuddles" carved into it.

"What the bloody hell? Jenkins, what are you doing?" Phoenix demanded to know as the rest if the students just stared, dumbfounded by his entrance.

"Made a few modifications. Sheila can now independently hunt Grim and return at the push of a button. But enough of that. Let's clear this place of Grim!" he yelled, charging into a hoard of Beawolves, and loudly yelling his name again before Phoenix had the chance to ask why he called the ship Sheila. He started carving up all the ones in a close proximity to him up with his chainsaw and then mowing down all the others in his line of sight when his chainsaw transformed into a minigun that fired shotgun rounds.

After recovering from the shock of what they had just witnessed, the teams noticed another fight taking place. The combatants in the fight were General Ironwood and an Alpha Beawolf. Before they had time to provide aid Ironwood had defeated it and was heading to his ship. The caught up with him just before he entered, wanting to get more information about what was going on, a question Ruby asked once they reached him.

"Grim are crawling all over the city, the White Fang has invaded Beacon, and to make matters worse some… vagabond has seized one of my ships," he explained. "Until we regain command the skies are out of our control." As he said this "Sheila" flew by and mowed down a Beawolf that was approaching them. An automated female voice said, "Firing main cannon," as it did. "Almost out of our control. So I'm going to take them back." With that he entered his ship and flew away.

"Let's go! We can take a transport to Beacon," Phoenix stated.

* * *

Mere moments after the ship took off, its passengers saw Ironwood's ship begin to crash. "Blast it Ruby! Wait up!" Phoenix yelled after Ruby, who had began to run towards the ship's exit. Just as he got close to her she jumped out the exit and back onto the coliseum. "I can't believe I'm doing this," Phoenix thought as he jumped after her, barely making it onto the coliseum with her. "What're you doing?" he demanded to know.

"If Ironwood can't take the ship back then I will," Ruby explained.

"Alright. Jenkins, we need pickup. Get us to the Atlesian battleship," Phoenix ordered.

"You got it boss," Jenkins replied. After a moment of waiting they saw "Sheila", which quickly landed by them. "Might want to get in quickly. There's a pack of really pissed off Beawolves on my tail."

* * *

About halfway through their flight to the ship, a deafening roar could be heard near them. "Holy shit," Phoenix muttered as he saw a giant Grimm dragon fly by them.

"Uhh… boss what do we do?" Jenkins asked, clearly nervous.

"Continue our current course, but don't get close to that dragon," Phoenix replied. "Once we get to the ship I want you to keep Griffins off us."

* * *

Shortly after Phoenix and Ruby landed on the ship, they were confronted by Neo who took a photo of them. "You ready for a fight?" Phoenix asked.

"Always," Ruby replied as the two of them drew their weapons. Phoenix made the opening move of the fight, firing his shotgun at Neo, who easily blocked it with her umbrella. This, however, gave Ruby the chance to get close to her. Neo dodged out of the way and ran towards Phoenix who had switched to dual wield rifles that he fired at her. She again dodged his fire, getting close to him and engaged him. Ruby, once again trying to take advantage of the distraction, opened fire on Neo. She dodged the strike Phoenix was about to land and blocked Ruby's shot with her umbrella. From his previous encounter with her, Phoenix could tell she was stalling. He shortly found out why. Torchwick fired a blast from his cane through a copy of Neo. "Phoenix!" Ruby shouted as she Phoenix away from the blast, taking it herself instead. She was sent flying back, barely keeping herself from falling off the ship using Crescent Rose to keep herself from being sent flying off.

"RUBY! YOU'RE A DEAD MAN TORCHWICK!" Phoenix yelled as he charged at Roman and Neo, surrounding the three of them with fire.

"You two really are determined to be the heroes of Vale aren't you," Torchwick taunted.

"Shut up! You die now!" Phoenix shouted as he fired his rifles, one aimed at Neo, the other aimed at Torchwick. Neo blocked the one aimed at her with her umbrella while Torchwick simply blasted his out of the air. Phoenix lunged at the two of them, controlled by his anger and having no regard for strategy. His two opponents, on the other hand, clearly had a plan. Neo fought Phoenix at close range while Torchwick fired at him from long range. Phoenix was able to block both their attacks for a while, but eventually Torchwick got a shot past his guard. The explosion sent Phoenix flying back and the ring of fire to dissipate due to his loss of focus. He was almost sent flying off the ship but was able use his hooks to grab onto the edge. Ruby ended up in a position similar to his before he had the chance to recover.

"I may be a gambling man, but even I know there're some bets you just don't take," Roman said, his statement followed by the grinding of a blade against metal. The cause of the sound was quickly revealed when Neo looked over the edge of the ship at them, umbrella blade extended. "Like it or not, the people that…" As Roman continued his monologue, Phoenix noticed a button on Neo's umbrella, presumably to open it. From the look on Ruby's face Phoenix could tell she was thinking the same thing. "And you know what they say. If you can't beat 'em-" Before he could finish, Ruby, who was closer to Neo than Phoenix, reached up and pushed the button. This gave them the exact result they were looking for. The umbrella opened up, and the high winds pulled Neo over the edge of the ship. "Neo!" Roman yelled as she drifted down, the umbrella acting like a parachute. Phoenix and Ruby used the destination to get back up onto the ship, though their primary weapons were still lodged in the ship's hull, and they didn't have time to grab them. To compensate for this Phoenix extended the claws on his gauntlets and tossed Ruby his retractable staff.

"I don't care what you say! We will stop them, and I will stop you! Bet on that!" Ruby shouted as she charged at Torchwick using her semblance, followed closely by Phoenix. Torchwick took ad advantage of the fact that he had a ranged weapon by firing a round and then using his cane to bat it towards them. The resulting explosion sent the two of them in different directions. Phoenix was the first to recover, and sent a blast of fire at him. He then pulled Roman towards him with his grapnel gun with one hand while he dropped a smoke bomb with the other. He was able to land a few punches before the smoke dissipated, and the second it did, Ruby charged again. This time her attack dazed Torchwick slightly, but he recovered. The now recovered Torchwick fired at them again, but this time they were ready. They both dodged the explosion and lunged at him. As they fought he kept monologuing.

"You kids have got spirit, but this is the real world!" He kicked Ruby, sendings her back. "The real world is cold! The real world doesn't care about spirit!" He fired a blast at Phoenix's chest, causing him to land right next to Ruby. "You brats want to be heroes? Then play the part and die like every other huntsman in history!" The two of them got ready for another attack. "As for me, I'll do what I do best. Lie, cheat, steal, and survi-!" Before Torchwick could finish his speech a Griffin landed behind him and swallowed him whole. It then lunged at Phoenix and Ruby, hoping to do the same to them. They dodged out of the way, and the Griffin crashed into the cockpit instead. The resulting explosion set off a chain reaction across the ship. Phoenix could barely hear the sound of his scroll ringing over the explosions as he and Ruby ran for their weapons.

"Uhh… boss, I think a Griffin may have slipped past me. And why's the ship exploding?" Jenkins asked once Phoenix picked up.

"The two things are related! Now get us out of here!" he ordered. In a few seconds Sheila appeared right in front of their weapons. They grabbed said weapons and leaped into the ship.

"So how are a Griffin slipping past me and the ship exploding related?"

* * *

"Jenkins, remember how I told you to stay away from that dragon?" Phoenix asked the pilot.

"Yes…"

"Disregard that. I want you to get us close to that thing."

"What?!" both Ruby and Jenkins exclaimed.

"That thing is dropping Grim all over the city and Beacon. I want you to get me close so I can bring it down."

"What?" they exclaimed again.

"Just get me close to it Jenkins! You don't have to fight the damn thing!" The pilot reluctantly complied. Once they got close to the beast Phoenix prepared to jump, but before he could Ruby grabbed his arm.

"What're you thinking?" Ruby demanded to know.

"Someone needs to stop that thing," he started.

"If you're going to go, then at least promise me you won't die." Phoenix quickly took off his mask and kissed her.

"I love you," he said as he looked behind him to see the dragon flying at their side."But you know that's a promise I can't make." As he said this he put his mask back on and leaped off the ship grappling onto the dragon's back.

"Phoenix!" Ruby yelled as he jumped, the ship flying away before she could jump after him.

Phoenix jumped off of the dragon and grappled onto its underside, still hanging onto the gun to keep from falling. "Looks like you're bleeding. Let's cauterize those wounds," he said as he pulled out his lighter with his other hand and started blasting the openings on the dragon's body that Grim were coming out of. The only effect this seemed to have though was angering the beast. "Damn it!" Phoenix yelled as he released the hook and grappled onto the dragon's back again.

Phoenix digging his hooks into the back of the dragon's neck was having one of two effects. The first was that it was actually hurting the beast and the second being that it was simply annoying. Either way, it was flying erratically in a desperate attempt to throw Phoenix off of its back. Eventually this erratic flight path put the dragon on a crash course with Ozpin's tower. Its impact reduced the upper part of Ozpin's office to rubble and threw Phoenix off of its back. When he was flung off of it he barely managed to keep from falling off of the tower's remains. The first thing he saw when he got up were the multiple "Error" signals flashing on his mask's "glasses" Informing him that a lot of the tech inside of his mask had been damaged in the crash. The second thing he saw after deactivating all the damaged tech to remove the signals was something far worse. "Well well well, what do we have here?" Cinder asked, unfazed by what had just happened, as she formed a fireball in her hand and started to float.

"If she can do that then she's probably got the Maiden's powers. But that means that Oz… No! I can worry about that later," Phoenix thought as he got up. "I'm the person who's going to make you pay for your crimes," he answered.

"Oh, I get it. You're supposed to be some sort of hero. Well let me tell you "hero", you're toying with force you can't possibly understand." Phoenix simply drew his swords in response. Cinder smiled deviously as she launched a blast of fire at him. He easily moves said blast out of his way as he approached her. she tried the same tactic multiple times only for it to produce the same result. "Who are you?" Cinder asked, showing slight signs of panic.

"You mean you don't recognize me?"

"What are you talking about?"

"I am Phoenix Fall, son of Ozpin and huntsman in training. I am the thing that keeps scum like you up at night." As Phoenix said this he approached her, moving any blasts of fire out of the way. "I am justice! I AM THE FLAMING SHADOW!"

With that he charged towards Cinder. Realizing that her flames were useless she formed her swords and dodged out of the way of his strike, preparing to use the same technique that she had during their first confrontation. Phoenix, however, was ready and spun around, blocking her attack. She then unleashed a storm of blows on him, all yielding the same result. She occasionally got a grazing blow in, but it wasn't anything Phoenix's aura couldn't take. Eventually Phoenix saw an opening and took it, kicking her in the gut and then firing a couple shotgun blasts at her. This only seemed to agitate her. She fired multiple arrows at him which he was barely able to dodge. He then countered by pulling her back towards him with a grapnel gun and bringing the fight back to close quarters.

As she was being pulled towards him Cinder tried to use fire blasts yet again in order to catch him off guard. This went about as well as her previous attempt. Her second attempt to gain an edge was more successful. She used her new flight to pull Phoenix, who was still holding the gun, upwards. While he was swinging in the air she fired an arrow straight down at him. Phoenix dodged this by using the recoil of his shotgun to propel himself out of the arrow's way. He then quickly had his grapnel gun retract so he could drop back down to solid ground. He then switched his weapons into rifle mode and started firing both of them at her. Cinder simply blocked all the shots with her hand. She proceeded to fire an arrow up the barrel of each of Phoenix's rifles. He tried to shoot them out of the air but the arrows phased through all of the shots he fired. They entered the barrel just as a two flame dust rounds were being fired. The explosion it created sent Phoenix flying backwards, his shoulder getting impaled a metal rod in some of the rubble created by the dragon.

Cinder flew forwards towards the now injured Phoenix. She increased the temperature of the hand, allowing her to bend the pole upwards and prevent him from escaping. "Any last words?" she asked tauntingly. "Oh, and don't worry. I'll make sure they're your last this time."

"Well, at first I was thinking of telling you to burn in hell, but then I thought…" Phoenix pulled his grapnel gun and lighter, pulling Cinder up to I'm before she could react. "…Why wait for you to get there?' YOU FUCKING BITCH!" With that, what remained of the room burst into flames.

* * *

When Phoenix regained consciousness he saw another fight unfolding. The two combatants were Cinder and Pyrrha. The shards of Pyrrha's spear were on the ground near by him. she was now fighting using her semblance as well as her shield. She had just encased Cinder in a shell of gears. Her containment, however, didn't last long. She burst out of and sent the gears flying in all different directions. One of the larger ones hit Pyrrha and threw her into part of the wall, depleting her remaining aura. Phoenix tried to free himself, looking for his grapnel guns and lighter only to find that they had all been severely damaged in the explosion he had caused. When Pyrrha recovered she threw her shield towards Cinder, who countered by firing an arrow towards it. Just when it appeared the two would meet Cinder's arrow phased through the shield just as it had with Phoenix's shots and hit her in the Achilles tendon.

"Pyrrha! No!" Phoenix cried out, his struggle to free himself becoming even more desperate. All this did was cause the wound caused by the pole to get even worse.

Pyrrha tried to get up while attempting to use her semblance to free Phoenix. Both of these failed. Her Injury caused her to fall to the ground and lose focus on moving the pole. Upon noticing Phoenix's struggle Cinder fired an arrow into his hand to further restrict his movement. "Phoenix!" Pyrrha called out, attempting to get up again, but to no avail.

"It's a unfortunate you were promised a power that was never truly yours," Cinder stated as she approached Pyrrha, ignoring the disturbance that Phoenix was causing.

Get… get away from her," Phoenix tried to yell. He was struggling to remain conscious despite the pain and the blood loss.

"But take comfort in knowing that I will use it in ways you could never have imagined," Cinder said in a false comforting tone, continuing to ignore Phoenix.

"Do you believe in destiny?" Pyrrha asked, looking Cinder in the eyes.

"Yes."

The last thing Phoenix saw before passing out was an arrow going straight into Pyrrha's heart.

* * *

"You're okay!" Ruby exclaimed upon seeing Phoenix as she came through the supposedly secret entrance to his old vigilante base.

"Ruby? How did you get-?" Phoenix attempted to ask, but was cut off by a hug from Ruby. She quickly released him, however, upon seeing him wince in pain from his injuries.

"Uncle Qrow told me," she explained. "But why are you here though shouldn't you be at the hospital?"

"I guess you didn't see the wanted posters." Ruby just gave him a confused look. "Grant saw who I am, remember? I'm now officially wanted. Yet another reason for you want to stay away from me. I'm honestly surprised you came here to begin with."

"Why wouldn't I come?", Ruby asked, confused.

"I'm the son of the woman behind of this. The woman I've failed to stop twice now. The woman who now has the powers of the Fall Maiden. The woman who… who killed Pyrrha. The only thing more surprising than you wasting your time with me is Qrow not leaving me for dead on that tower."

"You're not responsible for that. You said she has the power of the Fall Maiden. I don't know what that means, but I do know that she's too powerful for anyone to take on alone, even Pyrrha," Ruby stated, clearly upset by the that thought.

"I saw it happen," Phoenix said after a moment of quiet. "I saw the fight but… I couldn't do anything. If I found some way to get that rod out then-"

"What rod? What happened up there?"

"I was fighting Cinder. We were evenly matched, but the dragon came and threw me into a wall. I got pinned to it by a rod, but I was able to create an explosion before passing out. When I woke up, I saw the fight and tried to get free. When Cinder saw she pinned my hand to the wall. The last thing I saw before I passed out was…" Phoenix explained, stopping at the part about Pyrrha.

After taking a moment to process what she just heard, Ruby said, "You weren't the only one who saw what happened but couldn't help."

"What?"

"I got to the top of the tower just as the arrow fired. I know how it feels, but you can't blame yourself. This is all on Cinder, and we're going to find her. She won't get away with what she's done," Ruby declared.

"I… I'm sorry. I've just been wallowing in self pity without even considering what you've been through. No one should ever have to go through something like that."

"And we'll make sure she doesn't make anyone else. Together. We'll need to watch each other's backs. She's after both of us now after what I did."

"What you did?"

"I guess my eyes froze the dragon or something."

"Wait, what?"

"So that story about the silver eyes is true. Any other stories you forgot to tell me were true Oz? Is there secretly some sort of witch behind all of this?" Phoenix groaned.

"Other stories? What do you mean?" Ruby inquired, giving him another confused look.

"You remember how I said Cinder was the Fall Maiden?"

"Yeah…"

"You've heard the story about the four Maidens, right."

"Are you saying that they're-!"

"Real? Yep. And now one of history's biggest bitches has magic powers."

"Hold on, you knew about this but didn't tell me."

"In my defense, this was something a lot bigger than my secret identity. This rewrites history," Phoenix explained.

"Alright, I suppose I understand. That doesn't mean I have to be happy about it."

"Fair enough. Anyways, you said we were going to stop Cinder," Phoenix said, changing the topic. "What's our plan?"

* * *

"Haven's a long way to go," Ruby pointed out as she, Phoenix, Jaune, Ren, and Nora prepared to set out to track down Cinder.

"And flying isn't an option since Sheila was destroyed in the fight, and Jenkins refuses to fly anything else. You'll also have to worry about Grant and his Anti-Vigilante Task Force," Phoenix continued.

"I know, but it's the only lead we have," Jaune stated.

"You sure you want to come along?" Ruby asked.

"The journey will be perilous, and whether we'll find answers at the end is entirely uncertain," Ren said.

"But we wouldn't be here if we weren't up for it," Nora declared.

"It's settled then. Let's go," Phoenix said. As they all walked off, he couldn't help but think, "Why do I feel like there's an evil monologue going on right?"

* * *

 **The conclusion to season three has come at last. If SOMEBODY had just happened to push me of a cliff as vengeance for my leaving them on a cliffhanger last chapter, this chapter would have never come out (Yes, I know you were joking, I'm just playing along). Speaking of cliffhangers, I'm sure it'll please all of you to know that I won't be writing new chapters till season four comes out since I want to keep this story at least somewhat close to the canon storyline. And on top of that, I'll be writing even slower than usual since I'll need to wait for the new episodes to come out, and I'll be in school when they do. That means I'll be spending less time writing this poorly written story due to the fact that I'll be busy writing poorly written papers. Worst case scenario (Well, second worst. The worst is that one guy from the YouTube comment section carrying out his threat of "ripping off my arm, shoving it up my ass, and reaching down my throat so he can shake hands with me".) is that I'm forced to wait until volume four is over before I even start writing again. If you're reading this after volume four has come out then you have no idea what I'm talking about. And I know that Cinder isn't the one behind everything, but as far as Phoenix knows she is. The only major secret he knows about is the Maidens existence. But enough of that. Thanks for reading!**

 **P.S. NEW RECORD FOR LONGEST CHAPTER!**


	31. 30 New Journey

**Chapter Thirty: A New Journey**

* * *

"With any luck we'll be able to get on a ship without anyone recognizing me," Phoenix said as he and the newly dubbed team RNJR, or JNRR according to Nora, tried to get tickets for a ship to Mistral. Just as he said this the he was standing by TV switched to a report about how he was wanted for 500,000 lien and how anyone with information about him should report it immediately. "Or not." While some bystanders were clearly contacting the police others were just staring. "Take a picture. It'll last longer." Some of them proceeded to take out their scrolls and take pictures.

"What do we do?" a slightly panicked Jaune asked.

"We get on that boat and get out of here. Most of the VPD's aircraft is busy with trying to beat back the Grimm, so we should be able to get a head start." As Phoenix stated this police sirens could be heard.

The five of them all took different approaches to getting through the crowd of people. Phoenix used his grapnel gun to swing from different vantage points. Ren took a similar rout, leaping from similar points. Ruby used her speed to run along the walls. Nora used her semblance combined with one of the shock Dust charges Phoenix had designed for that purpose to super-jump over the crowd.

"Did you really need to use one of those now Nora?" Phoenix criticized once they all got on the deck.

"Yep," Nora replied, not detecting the annoyance in his voice.

"Uhh... Phoenix, your friend is here," Ruby said as she pointed to the officer getting out of the car that had just pulled up.

"Come out with your hands up!" Detective Grant ordered.

"You four get the ship's captain to get this damn thing moving. I'll stall Grant," Phoenix commanded before casually walking up to the edge of the ship. "Detective, what're you doing here?" he asked as though he didn't have the entire anti-vigilante task force pointing their guns at him.

"I told you that I'd deal with you once the situation at Beacon was handled," Grant reminded him. "And now it has been. That means that you're coming with me."

"Dealt with? There's a hoard of Grimm surrounding the school."

"Something that's being handed as we speak, Fall," Grant said, putting extra emphasis on Phoenix's name.

"You say my name like it's supposed to be some dramatic reveal. It's pretty much common knowledge at this point. It's being shown with my picture on a TV right by you. Besides, you're precious taskforce can't touch me once I'm out of their jurisdiction in Minstral."

"I suspected as much. You're going to Mistral to save yourself. You're nothing but a coward."

"No, I'm going to Minstral to bring the bitch who did this to justice," Phoenix corrected.

"Once you're arrested we can devote all our resources to catching her. You may as well be helping her by making us focus on you."

"You son of a-!"

"Men! Bring him in!" Phoenix was cut off by Grant giving the order to move in. They charged towards the boat and readied their weapons.

"Blast it! Guys, how's that whole 'getting this damn thing moving' thing going?" As if on cue, the ship came to life and pulled away from the dock. It's departure was accompanied by a familiar battle cry.

"LLLLLLLLEEEEEEEEEEERRRRRRROOOOOOOYYYYYYYYYY JJJJJJJJJEEEEEEEENNNNNNNKKKKKIIIINNNNSSSSSS!"

* * *

"I don't think trying to turn this thing into a tank is a good idea," Ren said to Jenkins and Nora as Phoenix walked into the captain's cabin.

"Aaaaaaawwwwwww," both of them moaned in disappointment.

"What are you doing here?" Phoenix asked, not wanting to know what he had just interrupted.

"He's doing this job to get money to repair his ship," Ren explained.

"How do you-?"

"He refused to let us go until we listened to his story."

"Whatever. Good to see you again Jenkins."

"Same to you boss. So, I forced you kids to listen to my story. Suppose it's only fair I hear why you're heading to want to get to."

"I suppose it's for the best if all of you hear the whole truth about what's going on," Phoenix sighed. Everyone but Ruby gave him confused looks?

"What're you talking about?" Jaune asked.

"What's your favorite fairy tale?"

* * *

"So you're going after the one who caused all this. Well I'm coming too," Jenkins declared after he'd been told everything.

"No, no you are not. We're going to need air support as soon as we can get it, and you're the only guy I know who can keep one of those death traps steady," Phoenix replied.

"How am I even supposed to know where you are with the CCT down?"

"The backup keeps in-continent communication possible, so once you actually get there you can contact us."

"That still leaves one problem," Ruby pointed out. "He helped us escape. Won't he be wanted?"

"Not exactly. If he says that we forced him to he should be good. There's no evidence to say otherwise."

"I guess that takes care of everything," Ren stated.

"Actually, I've got a question. Where's Jaune? I haven't seen him since I told you guys to get the ship moving." Everyone pointed at one of the windows that overlooked the deck. Through it, Jaune could be seen leaning over the edge of the ship.

* * *

 **I'M BACK! Sorry it's been so long, but it's been the perfect storm of events to keep me from writing. I couldn't even start until volume four came out, and I had to actually figure out what to write, (Which is not as easy as it sounds. When I started this I already had almost everything planned out so I didn't need to take much time to figure out what to do next). Then it was just a matter of finding the time to write. Easier said than done. My ADHD meds wear off by the time I get home from school so focusing is an issue. I also have Professor (Doctor) Oobleck as a bio teacher (When I say that I mean he constantly thinks coffee, is extremely energetic, and talks incredibly fast) and a lit teacher who is obsessed with having us annotate things. But enough about my life. Back to the story itself, the Dust charges basically charge up Nora's semblance the same way other types of electricity would. Like always, if you have any suggestions let me know (If they have to do with a new episode PLEASE wait until it's posted on YouTube) and thanks for reading!**


	32. 31 Tempting Fate

**Chapter Thirty One: Tempting Fate**

* * *

"So let me get this straight. You tried to use the heavy cannon to power your "time machine" which was really just a microwave with a smaller microwave in it and a metal spoon in the smaller microwave," Phoenix said, making sure he had gotten the details involving the heavy cannon exploding correct.

"It's called the Macrowave, but other than that yeah," Jenkins replied as though nothing out of the ordinary had just been said.

"This… this is fine… Ruby and I can repair this thing. Who knows, it may even be fun," Phoenix said to himself in an attempt to calm down.

"Don't see why you should bother. It's not like we're going to be needing it anytime soon," Jenkins said casually.

"Did you just say that? Did you really just say that?!" Phoenix yelled.

"What did Jenkins do now?" Ruby asked as she came into the room.

"He tempted fate!"

"All I said was that we wouldn't be needing the heavy cannon anytime soon. What could possibly-?" He was cut off by Ruby dashing over and covering his mouth.

"What happened to the cannon?" she asked as Jenkins tried to get her off of him.

"Remember how something that sounded kind of like an explosion came from here after Jenkins came in?"

"How did he even do that?"

"The Macrowave."

* * *

"Feeling any better Jaune?" Phoenix asked after him after his latest "incident" of motion sickness. His only response was a moan.

"Quit your whining," Jenkins said as he slapped Jaune on the back and nearly sent him overboard. "We've got calm seas. It's not like they're strong waves or something." Large waves started to rock the boat, returning Jaune to his original state. "At least they're not being caused by some sort of sea-serpent Grimm." A Grimm sea-serpent rose up from the water right in front of them and let out a deafening roar. "We're gonna need a bigger boat."

"Gods damn it Jenkins! I told you not to tempt fate" Phoenix yelled once the ringing in his ears had stopped.

"There is no way that was me." As the two of them argued the dragon charged up a hyper beam. Just before the attack struck the two of them a shield came up and blocked it. "Nice work kid," Jenkins complemented, slapping Jaune on the back again and producing a similar result. Once again, Jaune's only response was a moan.

* * *

"How the hell did I let her talk me into doing this again?" Phoenix thought as he latched his hooks onto the blade of Crescent Rose.

"Ready?" Ruby asked as she prepared to start the attack she had named "Flamethrower".

"I guess," he replied, getting swept off of his feet and spun around just as the words left his mouth. After a brief moment of spinning he was launched towards one of the serpents. Upon landing on it he dug both of his hooks into one of its eyes, enraging it. It trashed around, diving in and out of the water in an attempt to throw him off.

"Look on the bright side boss," Jenkins said as the serpent dove past him.

"What possible bright side could there be right now?" Phoenix screamed.

"At least they can't fly." The serpent finally managed to throw Phoenix off of it, sending him flying into the deck of the ship. When he got up, he saw the serpent sprouting a pair of wings.

"GODS DAMN IT JENKINS! Please just grab your damn minigun!"

"Actually, I left Mr. Cuddles at home. Figured I wouldn't need him."

"You did WHAT?" Phoenix yelled.

"Don't worry! I have an idea!" Jenkins declared before running below deck. "Keep that thing busy for me!"

* * *

"What are you even-?" He was already gone. "Fine. Ren and I will try to clip that thing's wings. Ruby, try to shoot out its other eye. Jaune, if that thing fires anymore hyper beams at the ship I need you to block them like you did before. And Nora…"

"Yeah?"

"Smash." Nora grinned with excitement.

* * *

The serpent let out another enraged roar as it fired hyper beams that came nowhere near the ship, unable to see where its target was. "Yes!" Ruby cheered as she watched the results of her handiwork.

"We may have the upper hand, but we still can't kill that thing," Ren pointed out.

"Maybe if Jenkins hurried up with that plan of his we'd be able to," Phoenix stated. Upon saying this, Jenkins charged onto the deck, waving a toaster with countless explosives duct taped to it over his head by its cord and letting out his traditional battle cry. He flung the toaster, as well as the portable battery he had it hooked up to, at the Grimm. As it made contact with its head, the toaster finished toasting the bread that was apparently inside and popped it out. This caused the pin on one of the grenades taped to it to be pulled, setting off a chain reaction of explosions that blew the entire upper half of the Grimm apart.

The piece of toast That'd had been in the toaster bomb flew into Jenkins' hand. "I guess you could say that Grimm…" He took a bite of the toast. "Is toast." Everyone groaned. "Come on guys, it wasn't that bad. At least now there shouldn't be any-"

"NO!" everyone yelled.

* * *

 **If anyone is wondering, the ship that they're all on is the same type of ship as the one Blake is on. It was meant to have more people on it, but the "unscheduled departure" kept anyone else from getting on. Also, if you hear that the space-time continuum has been disrupted in Chicago, I'm learning to drive. Anyways, thanks for reading!**


	33. 32 Geist of a Chance

**Chapter Thirty Two: Geist of a Chance**

* * *

"So… any Ideas on how to get its attention?" Phoenix asked as he and Ruby watched a Geist that had possessed multiple boulders. They, as well as the rest of team RNJR, had been hired to kill it by a nearby village.

"Aren't you supposed to be the guy with the plans?" Ruby asked in response.

"Usually, yeah, but now we've got three people who are typically the one with the plan. You, Jaune, and yours truly. Figure we should switch things up. Let different people plan different things to keep some of us from getting rusty," he explained.

"Well in that case I've got one idea," Ruby said, going into the details of her plan.

* * *

Trees flew out of the way and the earth shook as Phoenix and Ruby fled from the enraged Geist, Ruby's plan to get its attention by taunting it having worked a bit too well. Ruby used her semblance to flee while Phoenix leaped from tree to tree, jumping just in time to avoid being crushed. Eventually the two of them managed to lead it to the others, but not without its issues, the largest of which being a giant ledge between where they were and where they were supposed to be. "We're gonna have to jump," Ruby stated as they got closer and closer to the cliff.

"Wonderful."

Upon reaching the ledge the two leaped from it. As they fell they crashed through multiple tree branches. Phoenix managed to land on one eventually, but Ruby was still falling. He jumped off of the branch he was standing on and caught her, saying, "Just dropping in," as he did. It took him a moment to realize that his intervention hadn't changed their current situation. "Oh Gods!" he yelled as he and Ruby fell, clinging to each other and screaming.

Phoenix was the first of them to hit the ground, landing face first. His body ended up breaking Ruby's fall. "My hero!" she cheered as she hugged him.

"My back," he groaned. When he managed to get up he saw that the Geist had created a clearing. Upon seeing him it immediately charged and tried to crush him. "Oh come on," he said as he dodged its strike. "Don't tell me you're still pissed about me flipping you off." It tried to crush him again, making the clearing even larger as it did so. "I'll take that as a maybe."

"Lets get that thing off them," he heard Jaune command from behind him.

"Could use some help," Ruby said as she flew by the tree that Ren and Nora were perched in. Multiple grenades flew from the tree and struck the Grimm's back. Phoenix grappled up to one of the trees and started firing at it, Ren doing the same on the opposite side of the clearing. The Geist stuck its arms to try to hit them, giving them the chance to get onto the arms. They both ran up them and leaped up into the air. As they flew down they struck the beast, Phoenix hitting near the mask and Ren hitting where the nape of its neck would be. They only succeeded in scratching the stone.

"We gotta get in closer," Jaune told them when they landed by him.

"My blades don't hurt it," Ren replied.

Its distractions out of the way, the Grimm once again turned its attention to Phoenix. "Crap!" he yelled it charged again. Before it could reach him Ruby charged in and fired an electric dust round into one of its arms. All this did was cause electricity to temporally coat the Geist's arm before fading away. It slammed said arm into the ground, the force creating a shockwave that sent the five of them flying back. Ren and Nora landed near each other, Ren helping to steady Nora. Ruby stuck Crescent Rose into the ground to stop herself, and Phoenix grappled up to another branch. Jaune, however, was not as lucky as the rest of them, and he crashed into a bolder at a particularly painful manner.

All of this had caused Nora to snap, charging at the Geist and sending all of the rocks attached to one of its arms flying. One of the larger ones was heading right for her, but Ruby destroyed it at the last second. Phoenix dropped down from his perch just in time to be hit in the chest with one of them. Jaune had similar luck. He leaned up against a tree to recover, but it was this tree that the Geist chose to replace the arm Nora had destroyed.

"His arm is a tree! His arm is a tree!" Jaune screamed as he fled.

"Big mistake," Phoenix said with a grin as he pulled out his lighter. The second he flipped it open the flames lunged towards the Geist's tree arm and engulfed it in flames. All this did was create a larger problem seeing as the Geist now had a flaming arm.

"Big mistake!" Jaune yelled as he continued to flee. The Geist switched its target from Phoenix to him and charged. Just as it was about to crush him with its flaming arm, one of Ren's blades flew in and slashed the Grimm across its face. The strike threw the creature off balance, and it fell backwards. The rest of them used this as an opportunity to regroup.

"Alright, how do we do this?" Jaune asked them.

"Breaking through the body is out. It's too thick for that," Phoenix pointed out.

"It doesn't care about its body."

"Plus it can keep having new limbs," Nora added.

"But it's protecting its face."

"We can't break it," Ruby reminded him.

"If we knocked all of its limbs off at once then went for the- Guys, I got it!" Jaune declared as the Geist got up behind him.

"Is that it?" Ren asked as Phoenix facepalmed.

"No, seriously. It's trying to keep us from its face. If we kill all the limbs, we'll have a shot to kill the whole thing!"

"This sounds like something you'd do against a bloody video game boss, but why not."

"Alright team, let's do this!"

"Yeah!"

"Right."

"Ren left! Ruby Right!" Jaune ordered. "Nora, ready to see if Phoenix's upgrade works?" she nodded and ran off. "Phoenix, think you can deal with that the fire arm?"

"No problem," he said as he ran towards the rapidly approaching Geist.

"Right, and I will-" Jaune was cut off by the Geist stepping right behind him.

Phoenix handled the Geist's flaming arm with ease using his semblance to pull all the flames off of the tree trunk. He then grappled onto its back and started firing at it with the shotgun, keeping his other hand on the still attached grapnel gun to keep from flying off. After a few shots little remained of the trunk. He activated the release on the hook and when flying. He managed to land on a tree branch just in time to see Nora and Ruby use a team attack to send all of the Geist's limbs flying.

Its only means of defending itself destroyed, the Geist fled what remained of its body and attempted to escape. This attempt was thwarted by Ruby, who eliminated it with a shot from Crescent Rose.

"Another victory for team JNRR," Jaune declared. "Right, you know, okay. Ren, I think you're onto something. It... it's not just sounding right anymore."

* * *

"We truly can't thank you enough," the village elder who'd hired them to eliminate the Grimm said as he shook hands with Ruby.

"Just doing our job sir," Ruby replied.

"That Geist had been plaguing our village for weeks. We were beginning to wonder if we'd have to relocate."

"Why don't you?" Phoenix asked. "We're heading to Mistral. We could act like an escort or something."

"I take it you're not from these parts," the elder said before listing off the reasons why the town couldn't move. "I just wish you'd let us pay you."

"Don't worry, we've got more than enough lien," Phoenix stated. He'd taken a large amount of lien from his account back at Vale about who he was and kept it in his bag. "Our deal for a bit of smithing work is just fine."

* * *

The bell on the door to the blacksmith's shop rang as Phoenix and team RNJR walked in to pick up Jaune's newly modified equipment. "There 'ya go son. It's gonna be heavier than 'ya used to, but you'll thank me the next time you go up against a set of claws."

"Wow... I... I don't know what to say," Jaune stammered.

"Don't gotta say anything. Just put it on. I'll go get the rest." With that, he went out of sight to the forge.

"So, you going to try it on or are you just going to stare at it all day?" Phoenix inquired after Jaune had spent a moment gawking at the new armor.

"Oh, right." He approached the table and reluctantly took off his old chest plate. "Guess I was going to grow out of it eventually."

"It's a sign of progress," Ren pointed out.

"Right, progress." When Jaune turned around Phoenix and Ruby got their first real look at Jaune's hoodie, and they struggled to suppress their laughter.

"What is that?" Ruby cried out as she pointed at the bunny on it.

"What? My hoodie? I've always had this."

"So you're telling me that you've fought hoards of Grimm with a bunny on your hoodie," Phoenix stated, barely containing the laughter. Ruby, on the other hand, had lost it, and was in hysterics.

"Its Pumpkin Pete! You know, from the cereal!" Jaune explained

"What did you do? Send in a box top for a prize?"

"Yeah, fifty." Phoenix lost it and joined Ruby in laughter while Ruby's increased in volume. She was about to fall over, but Phoenix caught her at the last second.

"Well, I suppose we don't have to grow out of everything," Ren said with a grin as Ruby let out a final snicker.

"Can't have a huntsman without his weapon," the blacksmith said as he stuck Jaune's newly modified sword into the table, oblivious to everything that had just happened. "Made all the modifications you asked for." The shield expanded from the sheath. "That was some fine metal you brought me. Accents the white nicely. Where'd you get it from." There was a brief pause as they all looked at the parts of the upgraded weapon that had been made using some of the metal that Pyrrha left over.

"From a friend," Jaune answered.

* * *

"He cleans up alright don't you think," the blacksmith commented as Jaune left the shop, his new armor equipped and his new weapon drawn.

"He certainly does," Ren replied.

"I still think a grenade launcher would've really brought the look together," Nora stated.

"We don't need two bombers Nora," Phoenix pointed out.

"Nothing's going to stop team RNJR now!" Ruby declared before they could continue their discussion.

"Team JNRR," Nora corrected.

"Still not a color."

"It doesn't matter what we're called, as long as we're together," Jaune said.

"Besides, RNJR is better," Phoenix added.

* * *

"Food?" Jaune asked as he started a checklist of the supplies they'd need.

"Check!" Nora answered cheerfully.

"Water?"

"Check!"

"Ammo?"

"Locked and loaded! Thank you Schnee Dust Company."

"Got the map?"

"Uh, Ren's got it," Nora replied.

"No I don't. You have it."

"Wait, what?"

"Please tell me this is a joke," Phoenix groaned.

"Uhh... he he he"

"Seriously! That's the fifth map so far."

* * *

 **Sorry, I know it's been a while. It's just that my life has been complete chaos with learning how to drive, weather (as mentioned before, I live in Chicago so the weather is shit), the holidays, finals, family, etc. Anyway, thanks for reading!**

 **P.S. I'll be damned, over 100 people accidentally followed this story. If only that luck would carry over into the real world. But in all seriousness, thanks to all of you for putting up with my awful grammar and constant updates.**


	34. 33 Traveling

**Chapter Thirty Three: Traveling**

* * *

"... And over here is where we went camping. I got my own tent because I was special," Jaune declared as he explained the activities that he and his family did when they visited Shione, the next village they were heading to. "Also so my sisters would stop braiding my hair."

"Didn't like the look?" Ruby inquired.

"Yeah, they just kept doing pigtails, but I'm more of a warrior's wolf tail kind of guy," he replied as he brushed his hair.

"That's a ponytail, Jaune," Phoenix pointed out.

"I stand by what I said."

"Uh... guys," Nora interrupted as she pointed towards the village, or rather, what was left of it. All the buildings had been destroyed and bodies lined the streets.

"There could be survivors," Ruby pointed out as they surveyed the area.

"Over there!" Ren ran to an injured man who was propped up against some rubble. The others weren't far behind. Upon closer inspection he appeared to be a huntsman. Phoenix immediately started applying pressure to the puncture wound in his gut.

"Who killed all these people?" Jaune asked.

"Bandits... Whole tribe... Then, with all the panic," he started coughing up blood before he could finish, but it was obvious what he was going to say.

"Grimm."

"You're going to be okay," Phoenix tried to assure the man, but he didn't sound very confident. "There's a nearby village. We'll get you there and patch you up."

"You don't... need to lie to me kid," the man said in between fits of coughing. "I know I'm not gonna make it. At least now... I'll be with my wife." With that, he was gone.

"Damn it!" Phoenix yelled as he punched the rubble. This caught the attention of the others, who had been trying to come up with a method to get the man to safety.

"Should we bury him?" Nora asked as Ren and Phoenix walked away from the body.

"We should go. It's not safe here," Ren stated.

"Ren..."

"He's right. There are probably still Grimm nearby," Phoenix pointed out. His desire to leave the ruined city was only increased when he saw an oversized hoof print on the ground. Ren and Nora saw it as well, and the look they gave each other made it clear that they also knew what had done this.

* * *

"Come on guys. If we pick up the pace we can hit the next town before sunset," Ruby declared as they continued onward to the next village.

"Assuming its still there," Jaune mumbled.

"It should one is supposedly a lot more protected," Phoenix stated. "And its apparently got a popular inn."

"Which means no more camping in the rain," Nora said cheerfully.

"See, everything's going to be fine."

"Ruby-" Phoenix tried to say.

"You know, we've had our ups and downs, but things could be a lot worse," Jaune pointed out. "I thought we'd have seen more Grimm."

"Jaune-"

"As did I."

Ren-"

"I guess our luck is finally turning around!"

"Seriously guys!" Phoenix exclaimed. "Didn't we learn our lesson about this type of thing back on the ship?"

* * *

"A crow in a bar. Just like back home," Phoenix thought as he walked into the tavern across from the inn. Sitting on one of the tables was a crow trying to drink from one of the glasses. As he walked by the bird on his way to the counter he slipped on a spilled drink. He heard the laughter of multiple patrons as he got up.

"Aren't you a little young to be here?" the man behind the counter asked once Phoenix reached it.

"Don't worry, I'm not here for a drink. Just some info," he replied as he sat down. "You hear about anything interesting about the area?"

"Just that some nearby villages have been hit by bandits, and with the rise in Grimm, it's even harder to travel. If you're planning on going, you're going to want be on guard."

"I suppose that'll have to do. Thanks for the warning," Phoenix said as he got up. "Interesting..." he thought to himself as he walked off. "There're more Grimm, but none of them have come for us. It's almost like someone is keeping them off-" His train was cut off when he slipped on the drink again. The crow flew down and started pecking him. "Stupid bird," he muttered as he picked himself up.

* * *

 **Sorry about the long wait for such a short chapter. I was trying to fit in a couple other ideas but I couldn't quite get them to work. If I do manage to find a way, I'll add them, but it isn't very likely Next chapter will be Tyrian vs. RNJR and Qrow unless I get any suggestions for what to do between this chapter and that one. Thanks for reading!**


	35. 34 The Sting of Defeat

**Chapter Thirty Four: The Sting of Defeat**

* * *

Phoenix was awoken suddenly by the sound of the trap he had set up outside his room at the inn being triggered. He quickly rolled out of bed and grabbed The Blazing Hooks from his bedside, pointing them toward the doorway. He found a shocked Jaune hanging upside down and looking down the barrels of his guns.

"Has anyone ever told you that you're a little paranoid when it comes to security?" Jaune asked once Phoenix had gotten him down from the rope trap.

"No," Phoenix replied. "Why?" Jaune proceeded to list off all the times he had been caught in one of the traps Phoenix had set up. "I'll admit that pit traps and ice dust mines may have been a bit excessive, but I'm just trying to make sure we don't lose anyone." he explained. "Grant may not be able to have his task force follow us, but he can. I can just about guarantee that my mother has sent someone after us."

"I suppose you're right," Jaune admitted, "But could you turn it down a little? That pit trap was really deep."

"You think that's bad? You should've seen the security I had at the warehouse. I had a trap with Grimm mace."

"Grimm mace?"

"It's mace, but for Grimm."

* * *

"Hey, Ruby. You up?" Phoenix asked as he knocked on her room's door.

"Yeah," she replied groggily as she opened it.

"While we, uh, have time alone, I thought I'd give you this," Phoenix stated as he handed her a small box. Ruby's tired disposition immediately disappeared, replaced with one of excitement. She quickly tore open the box. Inside of it was what appeared to be some sort of scope. "I remember you saying you wanted something that worked like my glasses, so I made this scope for Crescent Rose. It has almost all the tactical functions that my glasses and mask do. I know it's not exactly the most romantic gift, but hey, it's something."

Ruby held the scope up to her, she saw an infrared view of the room. Weaknesses in the building and on Phoenix were also highlighted. "This is incredible!" Ruby exclaimed as she lowered the scope. "Thank you so much!" She pulled him into a spine-crushing hug.

"No problem," he replied as he hugged her back. "Now, what do you say we hit this thing hooked up."

* * *

"More rain. Wonderful…" Phoenix stated as he and RNJR continued their trip to Haven.

"Well, at least we've got an exciting day ahead of us," Nora said optimistically.

"If walking through the rain all day is your idea of exciting."

"So, we're not gonna fight the forces of evil?"

"Nope."

"Haven's a lot farther away than I thought it was," Ruby sighed.

"Ruby, how long did you think this journey was going to take?" Ren inquired.

"I don't know! I grew up in a small area. I've never been this far away from home."

"Right, but, how long?" Jaune asked.

"Maybe like… two weeks."

"What!?" Phoenix and Jaune exclaimed.

"Fine! Three or something."

"At least we're moving faster than this crappy story." **Hold on, did you just break the fourth wall?** "Yep. What're you gonna do about it?" Suddenly a large tree branch fell on Phoenix. "Gah!" **That. I can do that.** "Fine, I'll stop." **Good. Anyway…**

"Hold on, what's that?" Jaune asked as a village appeared on the horizon. "We shouldn't reach another village for at least a couple days."

Nora looked at the village from the top of a fence post "Are those buildings damaged?"

"We need to search for survivors. Let's move!" Phoenix ordered. Upon entering the village it was clear that the buildings weren't damaged, but rather under construction. Phoenix switched from his glasses to his mask and checked for heat signatures. Aside from the five of them, there were none. "There's no one here," he informed them.

"It's almost like the town was abandoned," Ren pointed out.

After about another minute of searching Nora called out to them. "Hey, I think I found something!" She pulled back some vines that covered a sign that had the town's name on it. "Oniyuri," she attempted to pronounce the name of the village.

"Strange, there wasn't a village by that name on any of the maps we've had," Phoenix pointed out.

"That's because it was never completed," Ren stated. He explained that it was similar to Mountain Glen. "Many thought it would be the future. I know my parents did."

"What happened?" Ruby asked.

"What always happens." Ren brushed away some dirt to reveal claw marks.

"Grimm."

"And not just any one."

"One?" Ruby asked, wondering how a single Grimm could destroy an entire village.

"So, that's how they knew what made those tracks," Phoenix thought to himself, recalling how Ren and Nora had reacted to the signs of one of the lesser known and more dangerous Grimm. One of the only ones capable of singing-handedly wiping out a village. The others, however, didn't seem to catch on.

"Let's get out of here." Jaune ordered. "This place gives me the creeps."

"You okay?" Phoenix asked Ren before they continued. He received no response.

* * *

"Does anyone else have a sudden urge to punch Weiss's father?" Phoenix asked as they walked through the city. The others just gave him confused looks. Ruby was about to say something, but before she could Ren held up his hand as a sign for them to stop. Phoenix's mask quickly picked up why. It gave him an alert that a someone was approaching rapidly.

Before he had the chance to respond the person jumped over a building and landed in front of them. He extended pincer-like blades from his wrists and charged at them. Ren tried to attack him but was quickly dispatched. His next target was Ruby, but before he reached her his foot was caught by one of the hooks of Phoenix's swords. The man managed to dodge the next series of blows and land one of his own. Caught off guard by his strength, Phoenix was sent flying back to the rest of the group.

Their opponent stopped fighting for a moment in order to get a good look at his opposition. "We're not looking for a fight!" Jaume said as he adopted a defensive stance.

"Who are you?" Ren added.

"Who I am matters not to you, or you, or… well, you do interest me," he said as he looked at Jaune.

"I need an adult."

"I am an adult," the man said with a maniacal laugh. "But I digress. I only matter to the two of you," he said, pointing to Ruby and Phoenix.

"Why both of us?" Phoenix asked. "I can understand wanting me. I've got a huge bounty on my head, and I haven't exactly made friends with a lot of criminals. Ruby's a different story. Unless… Her," he realized who the most likely suspect for who sent this assassin after them was. "What do you want with us?" he demanded to know.

"I'm going to whisk our little flower here away with me on a magical journey. And as for you my boy, I can do whatever I want with you as long as you're not a problem anymore." He let out another laugh.

"You lay a finger on her and I'll cut it off," Phoenix threatened.

"We're not going to let you do anything to either of them," Jaune declared as he stepped in front of the two of them, shield raised.

"Good…" Ren barely had time to warn Jaune of the next strike. The man dodged the shots Ren fired at him by spinning atop Jaune's shield. Ruby tried to slash him, but he pushed himself off the shield and kicked her back. He lunged at Phoenix who barely had time to block the strike with his swords' guards. He managed to push him back and switch his swords to a reverse grip so that he could fight with the pommel blades more easily. While they fought Nora decided to intervene. She used some of the dust cartridges Phoenix designed to power herself up before making her move. Phoenix noticed this and decided to make a move of his own. He switched his swords to their gun mode mid-clash and fired two ice blasts at the man's feet. Whit him unable to dodge, Nora charged. She closed the distance between the two of them in the blink of an eye. The strength of her blow left a dust cloud and cracked the ice that held their opponent in place.

When the dust settled they were all shocked. "Surprise," the man said gleefully as he held back Nora's hammer with a scorpion tail. While they were distracted he did a backflip, kicking Nora in the chin and sending her back as he did. He landed on a nearby rooftop and shed his coat to put his tail on full display.

"He's… a Faunus," Ren pointed out the obvious. This revelation led Phoenix to a new theory.

"You're White Fang then," he guessed.

"They're nothing but plastic soldiers and pawns. My heart and body belong only to our goddess," he said lovingly.

"So, my first guess was accurate. You do work for Cinder."

"Only in her wildest dreams," the man snarled as he lunged at him. Phoenix was barely able to block the pincers that were heading right to his throat. Jaune tried to charge at him, but the man dodged out of the way. Nora wasn't able to stop herself in time and the two crashed into each other. With the two of them temporarily out of the way he turned his attention to Ruby. She attempted to block his strikes, but he easily broke through her defenses and batted her around the town square. He eventually broke through her aura.

He slowly approached her. When he was a few feet away Phoenix jumped in front of her. "If you want to get to her, you'll have to go through me."

"I look forward to it," he replied as he drew back his stinger for the killing blow.

Before the stinger could reach him a new person entered the battle and blocked the tail. "Hey," Qrow said casually to the two of them.

"Qrow?! What the hell are you doing here?" Phoenix exclaimed.

"A little birdie told me you guys needed help."

"Oh my! If it isn't Qrow Brawnwin. A worthy foe has finally arrived," their opponent declared. Qrow looked back to the two of them in hopes of an explanation.

"I don't know. He's weird," Ruby said.

"Don't look at me. This guy isn't one of the usual crazies that I fought in Vale, and he doesn't seem like a bounty hunter," Phoenix added.

"Look pal, I'm not sure who you are, but you need to leave my niece and her friends alone," Qrow commanded.

"Why, my name is Tyrian, and I'm afraid that's simply not possible. You see, my assignment from her grace was to retrieve this little flower and have fun with her friend there. So… that is what I must do. One does not simply upset the queen and live."

"Queen?" Ruby asked.

"Salem."

"Who's Salem?" Phoenix demanded to know.

"Quiet boy!" Tyrian silenced him. "I think we've had enough talk now." He crouched down and prepared to lunge.

"Took the words right out o-" Qrow was cut off by Tyrian's sudden attack.

Tyrian's original opponents could hardly keep track of the fight with the speed the two were moving at. After a moment the fighting came to a stop, the two caught in a clash. Just as it appeared Qrow was going to overpower Tyrian, he extended gun barrels from his pincers and opened fire. Qrow was forced to pull back in order to block the bullets with his sword. His back turned to them, Ren, and Nora saw an opportunity to strike. They charged at Tyrian but were easily pushed back by him. He ran towards them in hopes of finishing the job, but Qrow intercepted him.

"Don't come closer!" he demanded.

"Fine!" Ruby and Phoenix jumped onto a nearby roof to have a better view of the fight. The two of them used their tactical modes, Phoenix's in his mask and Ruby's in the scope he'd designed for her, to keep their guns aimed at Tyrian. They didn't fire for fear of Qrow getting in the way of their shot.

Tyrian gained an upper hand in the fight when he disarmed Qrow using his tail. The sword was about to go flying off into the distance, but Phoenix used his grapnel gun to pull it to himself. It landed right next to him, almost impaling him. Tyrian took a moment to mock the seemingly defenseless Qrow. This gave Ruby and Phoenix the opportunity they'd been waiting for. They started firing at him. He somehow managed to block their shots with his tail.

"Did you truly think that was all it would take to beat-" Tyrian was cut off by a punch to the face from Qrow.

"Augh! You bastard! You punched me in the-!" He was cut off again by another punch. "You did it again! Y-!" He was punched yet again. "Stop it! Stop it y-!" And again. "Oh dear goddess why?!"

While this was going on Phoenix and Ruby struggled to pull Qrow's sword out of the roof. "How the hell does he manage to wave this thing around like it weighs nothing?" Phoenix though.

Tyrian' beating continued back in the town square. "Are you going to dodge any of these?" Qrow eventually asked.

"Oh yeah. That's what I was supposed to do if-" he was punched once more. "Damn it!"

"Hey old man! Catch!" Phoenix yelled as he attempted to toss Qrow his sword. It didn't end well. The sword slipped out of his hand mid-throw. The sword's pommel hit his foot before it clattered to the ground. "Oh come on!" Ruby struggled to suppress a giggle. Tyrian started laughing hysterically before being punched again.

Qrow eventually stopped pummeling Tyrian and casually walked over to his sword. The second he made contact with it, the fight returned to its serious state.

Tyrian reached Qrow in the blink of an eye and almost pinned him to the wall. Qrow was able to dodge out of the way and shift his sword partly into scythe from. This made the gun's barrel point directly at Tyrian. The shot he fired missed, but its recoil shot him upward and onto a roof. Tyrian was close behind. The two of them continued their fight until part of the roof that Tyrian was on gave out. He fell into the building. Qrow tried to make his escape, but was pulled in as well by Tyrian's tail. After a moment, Qrow went flying through the wall of the building. He managed to land on his sword. Tyrian burst from the rubble and lunged at Qrow. Before he could reach him he was intercepted by Ruby and Phoenix.

"Do you wish to suffer?" Tyrian asked the two of them after he'd pushed them back.

"No, but we won't stand by and watch the people we care about get hurt!" Ruby answered.

He tried to attack them, but Qrow block him. "What did I say?"

"This is our fight too!" Ruby declared as she attacked. Tyrian easily dodged and continued his battle with Qrow.

"It's not that! It's-" before he could finish, Tyrian changed his target to Ruby. He kicked her into a building. This shook loose one of the beams that was supporting the roof. Phoenix used the grapnel gun to pull Ruby out of the way while Qrow cut the beam in half.

Tyrian took advantage of this distraction to sting Qrow. He grinned proudly. While he was gloating Ruby was able to cut off the tail.

Tyrian screamed in pain as he stumbled back. "You bitch!" he yelled as he pointed at Ruby. His finger was quickly cut off from the rest of his body. He let out another scream of pain and clutched his now bleeding hand. "I'll kill you you little shit!" he threatened Phoenix.

"I warned you didn't I," Phoenix replied as he held his swords toward him. The others readied their weapons and approached him. Realizing he couldn't win, Tyrian tried to escape.

"Don't think you're getting away that easily!" Phoenix shouted as he pulled out his lighter. He tried to block off the exit with a wall of flames, but was unable to because of the rain. "Damn it!"

Before they could pursue him Qrow collapsed and clutched his wound. "Uncle Qrow! Are you okay?" Ruby rushed to his side.

"I'll be fine," he managed to reply. "He just grazed me." He pulled his hand away to see that it was covered in blood. "Or not." The rest of team RNJR approached them, and they were hit with a barrage of questions.

"Who was that guy?"

What're you doing here?"

"Why're people after Ruby?"

"Who's Salem?"

Qrow responded with a question of his own.

"What's your favorite fairy tale?"

* * *

 **Wow… that took longer than expected. Between finals, an evil puppy, a new job, trying to think of new ideas, and having to scrap ones that don't work, this took FOREVER. With any luck, the next chapter won't take quite as long. Thanks to** _ **ScorchtheHawk**_ **'s comment on the YouTube video of v4e7 for giving me the idea for the DBZA reference. Thanks for reading!**


	36. 35 Explanations

**Chapter Thirty Five: Explanations**

* * *

"So, what you're saying is that you did exactly what Ozpin, Glynda, Ironwood, and just about everyone else said not to do and told other people about the maidens?" Qrow said after finding out the full extent of team RNJR's knowledge about the situation.

"Yeah, but they have a right to-" Phoenix tried to justify his actions but was cut off.

"Whatever." Qrow casually took a sip of his flask.

"You… you're not mad?"

"Nope."

Jaune glared at Qrow. "So you're one of the people who thought that forcing Pyrrha to become a maiden was a good idea."

"Yeah, but we had a good reason. As I'm guessing Phoenix told you, the last fall maiden had been attacked, and Cinder somehow managed to steal some of her power. We figured that if we didn't do something, then the rest would go to her as well."

"So you forced it on Pyrrha," Jaune accused.

"We didn't force anything on her. She heard what was going on and made her choice."

"Because she thought that there were no other options. We basically told her that a dangerous sociopath would gain god-like powers if she didn't do it," Phoenix pointed out. "What was she supposed to do?"

"I'll admit that our presentation was…" He struggled to find the right word. "…flawed, but we were desperate. What's done is done. There's no point to bitching about it now."

Jaune stood up and stormed off. When he left Ruby started to ask her own questions. "That guy, Tyrian, why was he after us?"

Qrow sighed and took another sip from his flask. "What the two of you did at a Beacon certainly put targets on your backs. Phoenix has been a thorn in the enemies' side for a few years now, and he's a much easier target out here than he would be at Beacon. And as for you," he looked at Ruby, "I told you that silver eyes were a rare trait, and the fact that you could use them upset those same people. Not many people know about the silver eyes, but those that do aren't very happy that one has surfaced. That's why I've kept an eye on you. I wanted to make sure you were safe. All of you."

"But why not just travel with us?" Phoenix asked. "It would be a lot easier than all of this cloak and dagger nonsense. It's almost like you were… You son of a bitch! You were using us as bait!"

"I wouldn't put it quite like that. It's complicated."

"Complicated? Complicated?!" He yelled. "What could possibly be so bloody complicated that you can't tell us why all this is happening?!"

"Calm down kid. You're makin' me nervous." He took a few deep breaths. "Good. Look, if it'll shut you up, I'll tell you. Go get your friend." Phoenix went to retrieve Jaune, muttering various different curses as he left.

* * *

"So… yeah. There's that," Qrow said after he finished telling them what their enemies were supposedly after.

"Her? You mean Salem?" Ruby asked in regard to the "her" that he'd said wanted this power.

"That's right. Not much is known about her, and frankly that's not what matters. What matters is that if she gets the relics, then it's not going to end well." The five of them took about five minutes and fourteen seconds to process the new information.

Jaune eventually decided to speak up. "Alright. So let's say we believe all of this. That there's some crazy evil being behind these attacks, not just Phoenix's mom trying to become powerful. Why doesn't the world know? Why isn't Atlas going after them? Or Minstral?"

"And why aren't we in more of a hurry to get there? They could be next?" Nora chimed in.

"Haven's headmaster saw what happened to Beacon. He's not stupid. Besides, it'll take time to plan another attack. And as for your question…" he looked at Jaune, "…we keep it secret for the same reason we keep the maidens secret. I assume the kid told you that much. There'd be chaos. We'd have another Great War on our hands, and this time you'd have to fight." Jaune grudgingly accepted this answer. "Look, I had the same questions when I herd about all this. Ol' Ozpin always put his foot down. 'We can't cause a panic.' Can't tell you how many times I've heard that. Salem is smart. She works from the shadows using other people as her pawns, so when it comes time to point fingers, we can only point at each other. She's trying to divide us, and she's doing a damn good job."

"So what should we do?" Ruby asked.

Qrow chuckled. "I honestly have no idea. Oz has put a lot of trust in the other headmasters. They play a big role in stopping Salem. Atlas is gonna be on high alert, and Vacuo is, well, Vacuo. Honor amongst thieves and all that other nonsense. Throw in the fact that Cinder's crew said they're from Haven, and it becomes pretty clear where their next target is."

"Almost too obvious," Phoenix couldn't help but think. "If this 'Salem' is as smart as Qrow says, then she's probably not going to unwittingly make her next move so incredibly obvious. The only logical explanation is that this is a trap." He decided to keep his theory to himself for the time being and keep focus on the topic at hand.

"So," Qrow continued, "We're going to pay a visit to the headmaster. Been a while since we heard from him, even before the attack. Suppose that doesn't matter though. Not like he's going to make a deal with the enemy or something. Alright," he grunted as he got up from the log, "time for you kids to get some rest."

"Uncle Qrow," Ruby caught his attention before he could leave.

"Yeah?"

"This is a lot to take in, and it all sounds pretty crazy. But I'm willing to do whatever I can to help because I trust you. But why couldn't you have trusted us too and traveled with us instead of all this secrecy and… and-"

"Look, this has nothing to do with trust. I… it's a long story, okay."

"Because we certainly haven't heard any of those," Phoenix pointed out sarcastically. Qrow sighed and sat back down. He began to explain to them how his semblance was to cause bad luck to those near him. His desire to keep them away from his fight with Tyrian became clear. It also explained why Phoenix always acted as just a lookout while Qrow did the field work during most of the missions they went on together. On the few missions where they did work together he always got hit with a vehicle at some point, no matter how ridiculously improbable it was. He'd once been hit with an ice cream truck in the middle of a desert. He had no idea how it happened, but it did.

"Well, you are just a real bundle of help aren't you," Jaune said when Qrow finished. Ruby glared at him in response.

"Yeah," Qrow took another sip from his flask as he got up again and began to walk off, "I guess I am."

"Where are you going?" Ren asked before he could leave.

"Goin' for a walk," he answered simply.

"Is there anything else you want to tell us," Ruby inquired.

He took a moment to consider his answer. "Not tonight."

* * *

Most of team RNJR managed to eventually fall asleep after Qrow had finished his massive exposition dump. The only two that remained awake were Ruby and Phoenix. Ruby was still trying to process all the new information, and Phoenix was analyzing the stinger that she'd cut from Tyrian.

Ruby decided to break the silence. "I've been meaning to ask why you took that Tyrian guy's stinger."

"It wasn't just for show," he replied simply. She got a confused look. "What I mean is that his Faunus trait isn't just a scorpion tail. It's also what's inside of a scorpion tail.

It took a moment for the realization to dawn on Ruby. "Poison." He nodded. She started to panic. "We've got to help him!"

"I know, Ruby. That's why I took the stinger. If we know what's in the poison, then we can make an antidote. I'll figure something out. I promise." The brief moment of panic ended.

After another moment of silence she spoke up again. "I'm sorry." She received a confused look. "It's my fault you're here. I never should have dragged any of you with me."

"Ruby," he put his hand on her shoulder. "You didn't drag me here, I wanted to come. I'm sure that the others feel the same."

"But you didn't know about Tyrian, or Salem, or-" she tried to counter.

"That doesn't matter," he cut her off. "We're losers." It was her turn to give him a confused look. "I mean that we've lost a lot. You mor than anyone. You lost Pyrrha, Penny, your team, and, in a way, your sister. But you're still here. Even after everything you've lost and everything and everything you can still lose you kept going. You felt like you could make a difference and help others. That gave us the courage to keep going too." She smiled at him. "Besides, what kind of boyfriend would I be if I let you do this alone?"

* * *

The five of them were awoken in the early morning by the sound of loud coughing. It's source was Qrow. They all rushed over to him. Upon closer examination a mixture of blood and a purple fluid was seeping through his bandages. When he pulled back the hand that he had been using to cover his mouth a similar substance covering his hand.

"Well, shit."

* * *

 **Sorry that took so long, but I didn't have many ideas for this chapter (you can't prove that Injustice 2 of all of DBZ being on discount on Xbox One had anything to do with my taking a long time). Going to physical therapy being thrown into the mix of things I've got to do slowed me down even more. On a related note, whoever ordered the family sized sausage, meatball, garlic, red pepper, and pineapple pizza (order 66 fittingly) can go to hell. They know what they did.**

 **I didn't include Phoenix telling Jaune, Ren, and Nora about the maidens in the story because it went pretty similar to how it did in the show. Phoenix seems to have Wash-like levels of luck when it comes to cars if he's around Qrow. Thanks for reading!**


	37. 36 Kuroyuri

**Chapter Thirty Seven: Kuroyuri**

* * *

Phoenix and RNJR walked down an old forest trail with an incapacitated Qrow. He was mumbling something about Ruby's father while Ruby and Jaune's carried him on a makeshift stretcher. Phoenix was scribbling furiously into a notebook, still trying to come up with an antidote to the poison. He'd come up with multiple different ones, but none of them could be made with the resources they had.

"How much farther?" a concerned Ruby asked.

"We've gotta be close," Nora stated.

"Without the map there's no way of knowing," Ren pointed out. Phoenix was internally screaming upon being reminded of the fact that they'd lost yet another map. "But I feel like we're close to something," Ren continued. Just as he said this a sign came into view.

"Hey! Hey! Minstral! We're on the right path!" Nora cheered as she ran ahead. Her joy was short lived. She immediately quieted down when she saw the look on Ren's face. She took another look at the sign. "Oh…"

"Does it say how close?" Ruby asked as the others caught up.

"No… and it looks like the path takes us through the mountains."

"I don't think all of us can make that climb," Jaune looked at the injured Qrow.

"Well… uh… what about this place. Kuroyuri. Can we get help there?," Ruby asked desperately.

"The name is crossed out on the sign Ruby," Phoenix pointed out. "I don't think we'll find help there."

"He's right. That village was destroyed years ago," Ren explained.

"But if it takes us around the mountains, then it's the best bet we've got," Jaune replied.

"It will take too long!"

"The town would've had some sort of doctor. We can scavenge for medical supplies, and I might be able to find the resources to make an antidote."

"We're not going to find anything! We just need to press on!" Ren was desperate to avoid going into the town. That combined with Ren's knowledge of the surrounding area and the Grimm responsible for the destruction made the reason clear. Once again, however, the others didn't catch on.

"Ren, why're you acting this-?" Jaune's question was cut short by Nora.

"We split up," she suggested.

"What?!" everyone but Ren exclaimed. Nora ignored them and continued.

"Ren and I can go through the mountains while the three of you go around through the village."

"That's a terrible idea." Phoenix stated. "We're supposed to stick together. We have to keep each other safe."

"We don't have time for safe! If we make it to Minstral, then we can send back help. If we don't, we'll at least have a better view of the land. We might be able to find somewhere that can help us." Qrow started coughing, providing further evidence that this was their best option.

"Okay," Jaune agreed reluctantly. "Just take care of each other."

"We always have," Nora said. With that, the two groups went their separate ways.

"They're going to be fine," Ruby stated. She was trying to reassure herself as much as she was the others. Phoenix struggled to keep the same positivity. He'd already come up with countless scenarios where something would go wrong.

Jaune seemed to share share his pessimism. "We don't know that," he pointed out. The three of them were too lost in thought to notice that they were unwittingly following a Grimm.

* * *

"Well, this could prove problematic," Phoenix thought as they got a good look at the village, or rather what was left of it.

"Any of these places look like a pharmacy," Ruby asked as they entered.

"It's honestly hard to tell. This place is in worse shape than Oniyuri."

"Ren really didn't want to come here, did he?"

"It didn't seem like it," Jaune replied.

"Do you know why?"

A gust of wind blew over some derbies and revealed a banner with a symbol similar to Ren's on it. "I think I've got a pretty good idea."

"Any luck?" Jaune asked when Ruby and Phoenix returned from their search for medical supplies.

"Nothing we can use to make an antidote," Phoenix replied dejectedly. Qrow started to cough yet again as though he was reminding them that they had to make something soon. The situation felt even more dire when they heard the cries of Grimm in the distance. Both Jaune and Phoenix drew their weapons and turned to face the sound.

"It's far off," Ruby pointed out.

* * *

A blood curdling shriek that wasn't nearly as far off was heard. Ruby drew Crescent Rose as the three of them turned to faced where it came from. Before Phoenix could use tactical mode to locate the source of the sound, he heard two sets of footsteps approaching them. The three of them turned around to face the two newcomers.

"What're you two doing here?" Phoenix asked Ren and Nora. "Did something happen?"

Ren, however, had seemingly tuned everything out. He fell to his knees with a look of complete hopelessness on his face. "No… not again…" he muttered to himself. The reason for his behavior made itself known as it rounded a corner and let out a deafening shriek: a Nuckelavee.

* * *

 **Two chapters in one day?! What trickery is this?! I honestly was having so much trouble with the last chapter that I decided, "Screw it, I'm just working on the next chapter until I know what to do." And work I did.**

 **On another note… BWAHAHAHAHAHA! Another cliffhanger. Thanks for reading!**


	38. 37 The Nuckelavee

**Chapter Thirty Seven: The Nuckelavee**

* * *

Team RNJR and Phoenix covered their ears as the Nuckelavee let out a deafening shriek. While they were distracted by this it extended one of its arms and batted at them. This sent them flying towards the tree that they'd propped Qrow up against. The Grimm ominously approached them. The "rider" was slouched over on the "horse". It slowly picked itself up. This was accompanied by twitching and a sickening cracking noise that was produced by every movement. Its neck sapped so that it could look at Qrow.  
Guessing its intention, Jaune made a break for him. He made it just in time to block the Nuckelavee's claws from impaling him with his shield. The Nuckelavee decided to use a new tactic and galloped towards the two of them. However, just before it reached them it stopped. They'd both been enveloped by a gray aura.

"Get him to safety!" Ren, who had his hand pressed to the ground, commanded. Jaune dragged Qrow away from the battlefield while the others distracted the Nuckelavee.

Nora fired a burst of grenades at it. It charged at her but was intercepted by Ruby. She jumped up and shot it in the chest. THis only agitated the Nuckelavee, and it swatted her to the ground. Nora ran at it but was pushed back. Before it could continue it's assault on the two of them it was distracted by machine gunfire and blasts of flame dust. Ren and Phoenix ran around the Nuckelavee, firing their guns as it did. It shot out an arm towards each of them. It grabbed them and slammed them into each other.

"Guys! Keep moving! Go in a circle!" Jaune, who had returned from hiding Qrow, ordered. They all did. The Nuckelavee wasn't able to keep track of all of them and started missing it's attacks. Jaune took this opportunity to get up close to its legs. He slashed at one of them, but all it did was anger it. It kicked back and sent him flying. He landed between Ruby and Phoenix. As he got up he sheathed his sword.

"What're you doing?" asked Ruby. Her question was quickly answered as the sheath expanded, not into its shield form, but instead into the edges of a larger sword. Said edges were formed from Pyrrha's metal.

"So that's what the blacksmith was talking about," Phoenix thought as he recalled the blacksmith who forged Jaune's new armor also mentioned upgrading his sword.  
Jaune charged at the Nuckelavee and struck it the same way he had before. This time, however, it had a clear effect. It let out a screech of pain and staggered back.  
The Nuckelavee looked over its opponents. It seemed to realize that it's current approach wasn't working. It changed tactics and spun its extended arms around in circles so that it could hit all of them.

As the Nuckelavee's arms retracted it started twitching wildly. The blades in its back extended. It let out another deafening shriek, and the "stitches" on its mouth tore open. Everyone covered their ears and winced in pain.

Ren recovered first. He jumped up onto the tree in the town square and started shooting at the Nuckelavee. One of its arms shot out and pinned him to a building. He struggled to free himself, slashing and stabbing it. It readied its other claw to impale him.  
"Ruby!" Nora called out. Ruby nodded in understanding of what Nora was planning on doing. She used Crescent Rose to launch Nora so that she could intercept the claw. She used her hammer to slam it away from Ren at the last second. This lead to the hammer, Nora still holding it, being pinned above Ren. He looked up at her.

"Stop looking!"

"Gah!" Ren covered his eyes as he remembered that she was wearing a skirt.  
The brief moment of humor was quickly ended as the Nuckelavee ripped Nora from the wall and tossed her into the ground. This pushed Ren over the edge. He yelled in rage and started viciously attacking the arm that had him pinned. Jaune came up behind the Nuckelavee and slashed its legs again. This distraction gave Ren the opportunity to free himself. He charged at the Nuckelavee but was swatted away by it. He ignored this and charged again.

"Ren, knock it off!" Jaune commanded. "You're going to get yourself killed!" Ren ignored him and continued his assault. He was quickly grabbed by the Nuckelavee and slammed into the ground next to Nora. He had lost his grip on his weapons, and they went flying off. His lack of weapons didn't deter him however. Both him and the Nuckelavee got ready for yet another charge. Before they could, Nora tackled Ren under a nearby building. The Nuckelavee ran at that building. Jaune blocked it just in time to keep it from crashing into the building.

While he was holding it off, Phoenix grappled up by its face and fired his shotgun at it. The Nuckelavee tried to hit him off of it, but he got off of it just in time. The strike that was meant for him hit it in its face instead. This actually caused one of its horns to break off. It screamed in rage and started to attack Phoenix.

Its attention didn't stay on him for long. Ruby fired multiple shots from up on a nearby rooftop, distracting it. It tried to attack her, but she used her speed to evade it.

One of her shots hit a second gift Phoenix had given The Nuckelavee: an ammo cartridge for the Blazing Hooks stuck in its eye. The resulting explosion disfigured it's face even more.

* * *

Their use of strike and retreat tactics continued for about the next minute and nine seconds. After that, Ren and Nora emerged from their hiding spot under the building. They seemed much more confident. Ren was holding a dagger that resembled one of Storm Flower's blades.

They finally decided to come up with a plan. "Jaune, Phoenix, and I can deal with its arms."

"I'll break its legs," Nora said with a grin.

"And I'll take care of the rest."

Nora began to charge up Magnhild, using the few remaining dust charges Phoenix designed for an additional boost.

Meanwhile, the others focused on the Nuckelavee's arms. Phoenix used ice dust rounds to freeze one of its claws. The added weight of the ice made the arm's retraction slower. This gave Ruby the opportunity to pin its arm to the ground. Jaune, with the assistance of Ren, had dealt with the other arm.

Now it was Nora's turn. In the blink of an eye, she was under the Nuckelavee. She spun around, breaking all four of its legs in different directions with a sickening crunch.

Ren approached the now defenseless Nuckelavee. He cut off one of its arms. Then the other. He slashed it across the chest. Finally, he decapitated it.

The dagger clattered to the ground as Ren breathed a sigh of relief. The calm was short lived. He was tackled to the ground by an ecstatic Nora. Phoenix was having a similar experience with Ruby. Her joy, however, was short lived as she remembered the other member of their company. She dashed over to the building where Jaune had hidden Qrow. She let out her own sigh of relief when she saw that he was still breathing. The others caught up with her.

"It's quiet," he pointed out as he awoke. "Good job kids." Phoenix couldn't help but smile at the compliment. The quiet that Qrow mentioned, however, quickly disappeared. It was replaced with music. "Great, now I'm hallucinating again," he mumbled.

"No, you're not. I hear it too," Phoenix said. As they talked the music became louder. "Hold on…" he recognized the song and started to put the pieces together. "That song is coming from the air. The only person who does that is-"

"LLLLLLLEEEEEEEEEEEEEEEEEEEEEEERRRRRRRRRRRRRRRRRRRRRRROOOOOOOOOOOOOOOOOOOYYYYYYYYYYYYYYYYY JJJJJJJJJEEEEEEEEEEEEEEEEEEEEEEENNNNNNNNNNNNNNNNNNKKKKKKKKKKKKKKKIIIIIIIIIIIIINNNNNNNNNSSSSSSSSSS!" The familiar battle cry was heard above them over the now blasting music. "Don't worry boss! I'll save you!" Jenkins yelled from the ship. "Sheila! Open fire!"

"Affirmative," a feminine automated voice replied from the ship. "Firing main cannon." A barrage of explosives launched from all over the ship was unleashed on the disintegrating corpse of the Nuckelavee. The waves of explosions continued for about five minutes. Each new barrage was accompanied by Sheila announcing the firing of the main cannon again.

* * *

Jenkins eventually decided that the Nuckelavee was dead and brought the ship down. Upon closer inspection, it became clear that the fact that the ship was capable of flight was nothing short of a miracle. The hull was missing multiple panels and had exposed wires. The wings were duck taped to the ship. It also had various other weapons poorly attached to it including the cannon of a tank, multiple miniguns from various other ships, a couple grenade launchers, shotguns, and the arm of an Atlesian Paladin.  
Phoenix was the first to recover from the shock of what he'd just witnessed. "What. The hell. Was that?" he asked the pilot as he emerged from his ship.

"That Grimm was trying to turn into mist so it could sneak up on you, but I stopped it. No need to thank me."

Phoenix struggled to come up with a response to what he just heard. He eventually decided on muttering "Gods damn it Jenkins."  
Once Qrow was loaded onto the ship Phoenix asked the question that was on everyone's mind. "How'd you end up finding us?"

"Muffin button," Jenkins replied simply.

"What the bloody hell is a muffin button?"

"You don't remember the button you gave me that makes muffins?"

"I never gave you a button that does that."

"Then where'd I get this muffin?" a confused Jenkins asked as he pulled a muffin from out of nowhere.

"I- You-," Phoenix stammered, once again unable to come up with a response. He eventually decided on the same one he used before. "Gods damn it Jenkins."

* * *

As the ship started to take off, Phoenix clung to part of it like his life depended on it. "I forgot how much I hate this," he groaned. His groan was accompanied by one from Qrow, whose condition was worsening.

"What if we don't make it in time?" Ruby asked.

"I don't think that'll be much of a problem. Come on up," Jenkins commented. Ruby, Jaune, and Phoenix opened the door separating the cockpit from the passenger area. Through the window they could see Minstral. Ruby dashed back over to Qrow's side to tell him. Jaune was about to inform Ren and Nora, but Phoenix held out his arm to block him. He was about to ask why when he saw that the two of them were having a moment.

* * *

All hell had broken loose when Jenkins landed (landed being used in the loosest way possible). They were swarmed by armed guards. It took about ten minutes and a few explosions for things to be sorted out. Medics quickly took Qrow to revive medical attention with the aid of Phoenix's notes on an antidote.

Phoenix sighed in relief as Qrow left. Party because Qrow was going to be okay, and party because he hadn't been hit by a vehicle during this mission. As soon as he thought this a luggage carrier crashed into him.  
"You've got to be bloody kidding me!"

* * *

"Hey," Ruby asked Phoenix as the two of them looked out over Minstrel from a balcony in Ruby's room, "Do you ever wonder why we're here?"

"It's one of life's great mysteries," he replied. "Why are we here? Three years ago, if you told me that all of this would happen, you'd be neighbors with The Puppet Master at the asylum. But here I am now. And what happened, happened. Both the good and the bad.

"Actually, I meant 'Why are we out here?' Uncle Qrow should be waking up soon, and it's getting kinda cold out here."

"Oh… Right… I knew that." The two of them laughed for a moment.

"So… Uncle Qrow."

"Right. You go on ahead. I'm sure he'll want to talk to you. I'll be along in a bit. I want to make sure none of my gear was damaged in the fight. Besides, I'm sure he'll probably want to talk to you."

* * *

A few minutes later, after he'd inspected his equipment, Phoenix decided to catch up with Ruby. However, when he opened the door he was put into a very familiar situation, staring down the barrel of Detective Grant's pistol.  
"You're under arrest."  
"Crapbaskets."

* * *

 **WOOHOO! Finally caught up! And not a moment too soon. This is one of the last days before school starts up again. Speaking of school, since I'll be back there I'll have even less time. I've also got to wait for the next volume. It's pretty much the same situation as what went on after I got caught up last time. Thanks for reading!**


	39. 38 Haven

**Chapter Thirty-Eight: Haven**

* * *

"Crapbaskets," Phoenix grumbled as he looked down the barrel of Grant's gun.

"You're a very difficult person to find, Fall," Grant said coldly.

"That was kinda the idea. How the bloody hell did you even know I where I was."

"I had my suspicions the moment that idiot came back from taking you to Mynstral and said you'd taken him and those kids hostage. You've never taken hostages before. Four of your so-called hostages also happened to be students at Beacon. Even if they were there against their will, you wouldn't pose a threat so large that they would have no choice but to follow your orders. Therefore…"

As Grant continued to explain in excruciating detail how he had managed to track Phoenix down, Phoenix started to formulate a plan. "Grant is likely using his semblance to try and make sure that I don't make a move without him noticing anything. That means that he'll be ready for anything that I send at him. But what if that's exactly what I want…"

"... And now it's finally over. I've caught you, and you have no tricks up your sleeves that can save you now," the monologue concluded.

"Well, I wouldn't go so far as to say 'no tricks'." Phoenix said with a grin. As he did, he pulled out a knife he had up his sleeve and threw it. Grant easily caught it.

"I'm not sure what telegraphed your attack more: the movement or the one liner." Phoenix just kept grinning. His plan had worked.

"What are you smiling about?" His question was quickly answered by the explosive attached to the knife. The explosion did minimal damage, but it did its job. The sound and flash had overwhelmed Grant's currently heightened senses. He hadn't had time to lower them to their base level. With the help of large amounts of ice Dust and head trauma Phoenix was able to knock Grant out.

"Holy shit! I can't believe that actually worked! I guess the secret to defeating huntsmen and huntresses is distracting them," Phoenix recalled his use of an almost identical trick on Winter. "Alright, now… what to do about the body."

* * *

"…and that's what happened," Phoenix's finished explaining to Team RNJR why he and Jenkins were stuffing Grant's body into a crate that had once contained some Jenkins' explosives. The four tried to come up with a response.

"What do we do with him?" Ren eventually asked, "We can't leave him in there forever."

"Leave who in where forever?" Qrow asked as he joined them in the room.

Phoenix sighed and went through the story again.

"Well, you're going to have to find some way to get him outta here and to the house I got us without anyone asking questions."

"You got a house?" The group's emotions ranged from excited to confused.

"Yup. I called in a few favors. By the way, we're going to see Leo soon, so you'd better come up with something quickly."

"So you have no idea what we should do, but whatever we do, we need to do it fast." Qrow nodded, and Phoenix groaned. "Wonderful, absolutely wonderful. Qrow, give Jenkins the address. He'll just carry the crate there. Hopefully everyone will want to avoid him after all the chaos he caused at the hangar."

"You got it Boss," Jenkins replied cheerfully as he finally managed to slam the lid on the crate Grant was in shut.

* * *

"The city of Mistral… Been a while since I've been here."

"Ugh, It's about time!" Nora voiced what they were all thinking.

"We did face many obstacles: Broken airships, destroyed settlements," Ren listed some of the issues that had plagued their journey.

"Oh and, you know, all those people and monsters who tried to murder us!" Jaune added.

"You say that like it's something weird for us," Phoenix pointed out. "Besides, only a couple of us almost died." Ruby and Nora gave scolding looks to Qrow and Ren.

"How much farther to Haven Academy?" Jaune asked.

"Not much farther," Qrow replied. "I figured I'd take you kids on the scenic route." He pushed open a massive door to reveal a large lift that overlooked the city.

"Wow," Ruby dashed to the railing to get a better view. "This. Is. Awesome!" she cheered. Her enthusiasm was infectious. The others ran over as well.

"Well, it's certainly something."

"Look at all the weapons!" Ruby looked at the section of the massive market that sold weapons.

"They've probably got some pretty interesting ones down there to modify. Maybe once we've talked with Lionheart we can go check it out," Phoenix suggested.

"Don't buy anything too crazy. Vendors here don't care if they should be selling you something or not."

"They really made the most out of these mountains," Jaune pointed out, changing the topic from weapons.

"Yep, every inch. But stay away from the lower levels," Qrow advised. Phoenix made a mental note to check out the lower levels. "The higher up you go the nicer it gets."

"And we are going to the top!" Nora declared, pointing upward.

* * *

At long last, the six of them reached Haven Academy.

"We made it," Ruby said with a sigh of relief. Most of the others shared her relief. Phoenix wasn't one of them. However, he didn't want to ruin the moment by bringing up the suspicious lack of people. He glanced at Qrow, the two of them nodding in silent agreement to stay on guard.

The two of them became even more suspicious when they entered. The inside of the building was as abandoned as the outside.

"Hello!" Ruby called out, "Is anyone there?"

"Maybe you should try louder," Nora suggested.

"There doesn't seem to be anyone here?" Ren observed.

Well, I guess school isn't really in session right now. Maybe that's it," Jaune offered.

"No… this isn't right," Qrow muttered before running off towards the headmaster's office.

When they reached the door Phoenix set his glasses to tactical mode and scanned the room. "One person," he told them quietly. "They're coming towards the door. Be ready." They all raised their weapons. Phoenix and Qrow kicked the door down once the person going to open it was close enough that the door would hit them. The person they hit, however, wasn't an intruder. It was the office's owner. Phoenix and Qrow froze in astonishment before losing balance and falling.

"Qrow! Phoenix! For crying out loud, you nearly scared me half to death!" Professor Lionheart yelled as he got up.

"Us? Why weren't you waiting for us at the entrance?" Qrow demanded to know as he got up as well.

"Oh, right," Lionheart said as he pulled out a pocket watch, "I guess time slipped away from me."

"You've got to be kidding me," Phoenix groaned.

"Where is everybody?" Nora asked the question that was on everyone's minds.

"Ah, you must be the students Qrow mentioned." Lionheart quickly changed the subject. They all introduced themselves. Lionheart tensed slightly when he heard Phoenix's name. He chuckled nervously. "It's a pleasure to meet you all. Leonato Lionheart, at your service. I'm afraid most of my staff is currently away until classes resume-"

"What?!" Qrow cut him off, "Leo you can't be serious. Who's guarding the relic?"

"Qrow, the children-" he tried to protest.

"Already know. I filled them in. What do you mean your staff is away?"

"You filled them in?"

"Sooooo is this not going at all like anyone thought it would?" Nora leaned over to ask the younger members of the group.

"No one's tried to kill us yet, so it's honestly going better than I expected," Phoenix said, only half joking.

* * *

"I have to say Qrow, this all seems very reckless. Even for you," Lionheart criticized.

"No, reckless is leaving the relic completely unguarded. It's not checking in with Oz for ages!" Qrow yelled.

"There was nothing to check in about until the fall of Beacon, but since that day Mynstral has been in chaos!" He explained how the situation at Beacon had impacted them. They'd been swarmed by Grimm, and the knights being hacked lead to a large amount of tension between Mynstral and Atlas.

"All the more reason we need the huntsmen and huntresses here!"

Ruby decided to intervene before the argument could get any worse. "Okay, okay, things are bad, but we can figure things out. Why is the Spring Maiden so important?"

"I thought you filled them in," Lionheart said.

"Mostly filled in," Qrow corrected. "It's a lot to cover, okay. I quit teaching for a reason." He took a sip from his flask. Phoenix barely kept himself from making a remark about how he and the others still seemed to be kept in the dark.

Lionheart groaned before he explained that each Maiden had a vault that they could open and that the Spring Maiden, the one able to open the vault in Mynstral, had disappeared.

"I know where she is. At least I have a pretty good Idea," Qrow said once Lionheart had finished.

"Are you serious?!" he exclaimed.

"It's not exactly good news."

"What are you talking about? This is incredible news!"

"I wouldn't be so sure," Phoenix said. "She clearly doesn't want to be found, and if she's with a group they're likely to put up a fight."

"I can just about guarantee that they will. I did some digging and found out that Spring was picked up by bandits. The Branwen Tribe."

Lionheart realised who they'd be fighting if they attacked. "Raven."

Everyone in the room knew that name, though for very different reasons. "Yang's mom?" Jaune asked. Qrow nodded and projected a map of Remnant from his scroll. A small section of Mynstral was zoomed in on.

"That's about where they set up their main camp," he explained. "It's where they fall back to after raids and scouting missions. Raven's managed to gain a lot of followers since her return to the tribe, and I'm sure when the Spring Maiden showed up it only made things easier."

"Well Qrow," Lionheart patted Qrow on the back, "I've got to hand it to you. With these coordinates we can mount a retrieval force and head out in a few weeks." They all looked at him like he'd gone insane.

"I'm sorry, I think I must've misheard you," Phoenix said. "I could've sworn you just said we'd wait a few weeks."

"No, you heard me correctly, Mr. Fall." As Lionheart said this, he typed something in before the map disappeared.

"Leo, maybe you're the one who didn't hear us. My sister has the Spring Maiden, and I know where she is! We need to go as soon as possible!" Qrow knocked a pile of books off of the desk.

"Clearly you didn't listen to what I said earlier! The kingdom is in shambles! As soon as possible does not mean tomorrow! It means as soon as I can convince the rest of the council that I need huntsmen more than they do, and unfortunately bandit tribes aren't a priority when the threat of war is just on the horizon!"

"Then we do it ourselves!" Phoenix interjected. "You two are trained huntsmen, RNJR and I are more than capable of holding our own."

"Yeah!" Nora cheered.

"Perhaps there's a more peaceful way to approach this," Ren suggested.

"We need to get Spring as far away from here as possible, and Raven won't give up her prize possession without a fight," Qrow said.

"Unfortunately you and your sister are evenly matched, and I'm not the fighter I used to be. No offense but these students and I can't take on an entire bandit tribe and a Maiden that's no doubt had years to hone her skills. We need to be positive that we can apprehend Spring because if we fail Raven and her tribe will scatter, and they'll be lost. We get one shot at this, and it needs to be perfect."

Qrow sighed. "You know Oz wouldn't be happy with any of this if he were here."

"Perhaps you're right, but he's not and I'm doing the very best I can."

"There has to be something we can do," Ruby said.

"What about Cinder?" Jaune beat Phoenix to bring her up. "She came with Emerald and Mercury from Haven. Do you have anything on them?"

"We pulled their files after the fall of Beacon. Nothing but lies and forgeries," Lionheart admitted. Jaune clenched his fists and growled. Phoenix had a similar reaction, gripping the edge of Lionheart's desk. "I'm sorry. I know you've all traveled a long way, but I will do everything I can to help."

"Sure," Qrow said, not entirely convinced. "We'll stay in the city for now. Keep in touch this time. Come on kids." Before he turned around to follow Qrow out Phoenix made sure that the hidden listening device that he'd placed when he gripped the edge of Lionheart's desk was attached. He barely kept from grinning when he saw that it was.

* * *

Phoenix was having an increasing amount of difficulty focusing on adding a new function to his mask. The reason for this was the large amount of noise coming from by the front door. He decided he'd had enough when he heard what sounded like Qrow yelling "I found him!"

Ruby left her room the same time he left his. She seemed equally angry about the noise. "What the hell is going on in here?" he demanded to know when he saw everyone. His question was quickly answered when he saw the state Qrow was in.

"Qrow, did you get drunk again?" Ruby asked with an exasperated sigh.

"Maybe."

The boy standing in the doorway noticed Ruby. "You have silver eyes," he pointed out. The others glanced at each other wondering if the boy knew the significance of that.

"Who are you?" Ruby asked. Qrow chuckled slightly.

"Well… uh… my name is Oscar Pine," he said nervously.

"Wait for it," Qrow said when he paused.

"But you probably know me as Professor Ozpin."

"I did it!" Qrow cheered before falling off the couch.

* * *

 **I LIVE! This took way longer than expected (THE ENTIRE BLOODY SCHOOL YEAR), but between waiting for all of volume 5 to come out, having limited access to my laptop because my parents need to use it to look for work, getting a concussion, my bus breaking down in the middle of an intersection, my bus setting on fire, and the nightmare that is homework, I've had hardly any time to work on this. On the rare occasion I can use my laptop for something other than homework, I'm either not in the mood to write or too tired. On a related note, I can officially sympathize with Kayaba Akihiko in SAO Abridged. I'm taking a game programing class, and I had to go four days straight without sleep. I can hardly imagine how absolutely insane I'd be after three weeks. I think I should be able to get the next chapter out sooner though (That's by default more than anything). Thanks for reading!**


End file.
